Redomiciliation of a Company to Malta – Continuation of Companies
Redomiciliation of a Company to Malta
Maltese law provides for the continuation in Malta of a company originally registered outside Malta and for the continuation outside Malta of a company originally registered in Malta.
A non-Maltese company continued in Malta retains its status as a body corporate and no new legal entity is created. The company retains all its assets, liabilities, rights and obligations.
Eligibility for Redomiciliation of a Company to Malta
A body corporate formed and incorporated or registered under the laws of an approved country or jurisdiction other than Malta, which is similar in nature to a company as known by the laws of Malta, may be registered as being continued in Malta. The law of the company’s original country or jurisdiction must allow for such continuation.
Request for Registration
A non-Maltese company may file the request to be continued in Malta with the Maltese Registrar of Companies. The request must be accompanied by a number of statutory documents and declarations. Upon the submission of the relevant documents, the Maltese Registrar will (if the request is found in order) issue a provisional certificate of continuation. Within 6 months, the company must provide documentary evidence that it has ceased to be a company registered in the original country or jurisdiction. Upon the presentation of such evidence, the Maltese Registrar of Companies will issue a certificate of continuation from the date of the provisional registration.
Income tax implications
Companies that are resident and domiciled in Malta are charged to tax in Malta on their worldwide income, and can avail themselves of all relevant income tax provisions, including access to tax refunds, etc.
All assets situated outside Malta and acquired prior to a company becoming resident or domiciled in Malta may be deemed to have been acquired on the date of becoming resident or domiciled in Malta at the market value of those assets as at that date (ie a step up in cost of acquisition is possible, which is of significance for the calculation of any tax deductible capital allowances). See also Management and Control in Malta and the Malta Tax System.