Company Formation

KME Consulting - Dr. Kresse International Law Firm

KRESSE CORPORATE LTD (KCO), has been authorized by the Malta Financial Service Authority (MFSA) to act as a Class C Company Service Provider, bearing MFSA Authorised Person ID: KCL9. KCO carries out all CSP Services: company incorporations with the Malta Business Registry, provision of Registered Office, as well as Company Secretary and Directorship Services.

Corporate Requirements

Share Capital

The share capital of a company may be denominated in any foreign currency. There is a minimum capital requirement amounting to Euro 1,165, regularly rounded up to either Euro 1,200 or 1,500 in private companies.
At least 20% of the issued share capital must be paid up. The share capital of the company must be remitted to a “company in formation” bank account with a local bank.

Shareholders

A company is in many cases incorporated by at least two shareholders, but establishing a single member company is also possible.
Shareholders may be either individuals or corporate bodies.

Directors

The Board of Directors can be composed of either foreign persons and/or locals. The company must have at least one director. It is advisable that a company has one resident director.

Company Secretary

A company is to appoint a Company Secretary responsible for keeping the statutory books. A company may not have:

  • Its sole director as company secretary, unless the company is a private exempt company;
  • A body corporate as the sole director, if said sole director is also the company secretary of the company.

Directorship and Company secretary services are offered by our firm.

Registered Office

Every company registered in Malta must have a registered office in Malta. The registered office of a company may be situated at the office of Kresse Corporate Ltd in St. Julians.

Meetings

Every company must hold an annual general meeting in addition to any other meetings held during that year. The Board of Directors usually meets once per quarter.

Company Returns

Each Company has to file an Annual Return (AR) in accordance with its incorporation date, accompanied by a payment depending on the authorised share capital of the Company.

Accounting Requirements

A company’s financial statements must be drawn up in accordance with the provisions of the Companies Act, 1995. This requires all companies to maintain proper books of accounts giving a true and fair view of the state of the Company’s affairs and explaining its transactions.

The financial statements have to be audited by a Certified Public Accountant and Auditor. The audited accounts of a corporation form the basis of the tax computation.
Our consulting arm, KME Consulting, offers accounting, tax and audit services in cooperation with a Maltese accounting and auditing company, said company being a part of our network.

Registration Requirements

The following information and documentation will be needed in order to incorporate the company:

1. Company Name

The names in order of preference must be provided so that an application may be made to the Malta Business Registry for approval.

2. Principal Activities

Details of the main business activity of the company must be provided in order to formulate the objects clause of the Memorandum of Association.

3. Shareholders

3.1 In the case of an EU shareholder:

If the shareholder is an individual, a certified copy of his passport is required.

If the shareholder is a legal person one of the following is required:

  • a certified copy of the memorandum and articles of association of such company (latest version required) or
  • a certified copy of a good standing certificate of the company, or the certificate of incorporation of such company.

3.2 In the case of a Non-EU Shareholder:

Besides the above listed documents, a bank reference (from an established bank) is required.

4. Directors

A certified copy of the director’s passport is required if such person is a natural person or, one of the documents listed above, if such director is a legal person.

5. Additional Information

Additional information from each director and shareholder may be required e.g. police conduct.

Corporate Service Practitioners

Our experience on the Maltese Islands makes us a preferred partner for German speaking clients who can address us in their mother language and thus benefit from a more comfortable access to and understanding of the Maltese market.