Companies.
We set up complex or simple company structures, open their bank accounts, apply for the necessary registrations and handle their licensing and ongoing compliance matters.

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Set Up

We help clients set up simple or complex company structures in Malta. For a private limited liability company (Ltd), the shareholders to be must first establish the company’s name, its objectives, the initial authorised and issued share capital, and whether they shall use their own address or our registered address service. They also require to appoint the first directors, judicial and legal representatives and company secretaries. Upon reaching an agreement, the structure and the by-laws of a company are formalised by drafting its memorandum and articles of association and is then registered with the public company registrar. For these requirements, we offer our clients the following services:

We further handle other types of incorporation, such as a public limited liability company (plc), a European company (SE, societas Europaea), an investment company with variable capital (SICAV, société d’investissement à capital variable), an investment company with fixed capital (INVCO), an incorporated cell company (ICC), and a protected cell company (PCC).

It may be the case that a foreign company desires to relocate itself rather than reincorporating. For this requirement we offer the Application for Foreign Company Redomiciliation service.

Following the entire incorporation process, the directors must register the company for tax. If the company shall trade, it must be further registered for VAT. They must also open the company’s bank account. We handle such requirements on our client’s behalf:

Non-resident shareholders who wish to benefit from the tax refund system must further register themselves. For this requirement we offer the Application for Tax Refund Shareholder Registration service.

We further help directors by handling other matters related to insurance, financial support, licensing, protection of intellectual property and subsidy benefits:

Privacy

The shareholders may opt to use our Nominee Shareholder Service such that we hold the legal title of the shares under bare trust for their benefit.

They may further opt to use our Nominee Director Service such that we appoint a non-executive director to execute their lawful wishes and instructions.

Ongoing Compliance

The directors of a company must on its behalf keep records, file annual audited accounts, file the company’s tax return and have the company’s tax statement settled. If the company is registered for VAT, they are further bound to submit periodically VAT returns and have the VAT statements settled. We provide a comprehensive list of services that address such requirements:

The company secretaries on the other hand are responsible for filing the company’s annual return and notifying the public company registrar with any changes to it, such as alterations to its share capital, transfer of shares, name changes and the resignation or appointment of a director. For such requirements, we provide comprehensive Secretarial services to our clients.

For companies that intend to employ personnel and pay them salaries we further handle their FSS (final settlement system) requirements and offer a payroll service:

All directors and shareholders that are natural persons are further responsible for their personal tax affairs. If they are resident, they must pay their annual tax and SSC (social security contribution) through the self-assessment system. Foreigners taking up residence in Malta are further bound to obtain a tax and social security number as well as an employment license. In addition to the above, we provide these services to such directors and shareholders:

Non-resident shareholders must make a claim to benefit from the tax refund system. For this requirement we offer the Application for Tax Refund Claim service.

We also provide Advisory services to help company directors make well-informed decisions when faced with nontrivial matters.

Dissolution

A company can be struck-off from the public company registrar by a voluntary dissolution requested by the shareholders, a voluntary dissolution requested by the creditors, or a compulsory liquidation requested by the court. In any case, we offer the Liquidation of Company service such that we may be appointed to act as the liquidator to wind-up the company’s affairs, liquidate any outstanding debts and have any surplus distributed to its shareholders.

Prior to being struck-off, the above-mentioned compliance obligations must be fulfilled. Following the settlement of all outstanding FSS, tax and VAT statements, the registrations can be deactivated. Moreover, the company’s bank account must be closed. In addition to the above-mentioned compliance services, we further handle such deactivations on our client’s behalf:

Transfer

We assist clients with property and share transfers. Depending on the nature of the transaction, the seller might be liable to pay capital gains tax (CGT) and the buyer might be liable to pay stamp duty (SD). In any case, an agreement must be drafted between the seller and the buyer detailing such property or share transfer. In addition to the above, we offer these services:

If added protection is required for the property or share transfer we also offer the following escrow services:

Further Information

If you would like to receive more information and detail about our services, fees and applicable reimbursements, kindly get in touch with us through our Contact page or send us an email to ps.enquiries@busuttil.mt.

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