Company redomiciliation or company ‘relocation’ refers to the scenario, where foreign companies wishing to resettle in Malta are able to do so by being continued in Malta. Similarly, a company incorporated in Malta may be continued in a jurisdiction other than Malta as permitted by laws of the other jurisdiction.
Under the Maltese Companies Act, a foreign company can be redomiciled or ‘continued’ in Malta by transferring the foreign company domicile and consequently, the company’s registered address to Malta. The redomiciliation of companies to Malta is regulated by the ‘Continuation of Companies Regulations 2002’, which came into effect on the 26th November 2002.
In order for foreign companies to be able to be continued in Malta they must fulfil the below criteria:
- The foreign company must be formed and incorporated under the laws of an approved foreign country, which is similar in nature to a company registered in Malta.
- The laws of the country where the foreign company is incorporated must allow for the company to be continued in a foreign jurisdiction.
The request for redomiciliation of the foreign company to the Registrar of Companies must be accompanied by at least the following documents:
- An Extraordinary Resolution or equivalent document of the foreign company authorising it to be registered as being continued in Malta.
- A copy of the Memorandum and Articles of Association.
- A certificate of good standing issued by the foreign competent authority.
- A declaration signed by at least two directors of the company confirming the foreign company’s solvency.
- A list of directors of the foreign company as well as the company secretary.
- Any other evidence or information which the Registrar may require.
Once all the required documentation has been submitted to the Malta Business Registry, a Provisional Certificate of Continuation will be issued. After six months from the date of the issue of the Provisional Certificate of Continuation, the Company must submit the necessary evidence that it has ceased to be registered in the foreign jurisdiction where it was initially registered. If this evidence is to the Registry’s satisfaction, the Registrar shall issue a Certificate of Continuation confirming that the company has been registered as continuing in Malta.
A company that is redomiciled to Malta will avail itself of all the benefits Maltese registered companies enjoy including the favourable corporate taxation rates.
On the other hand, one can opt to open a new company in Malta instead. For more information on Company Formation in Malta check our Company Formation page.