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Types of Malta Companies
The principal Maltese legislation regulating companies and partnerships is the Companies' Act, 1995, which is mainly based on English law and the European Union Harmonisation Directives. The Companies' Act, 1995 defines the types of corporate entities or commercial partnerships that may be established and regulates the manner in which their affairs must be conducted.
The types of commercial partnerships that may be incorporated in Malta are the following:
- Limited liability company;
- Partnership En Nom Collectif;
- Partnership En Commandite.
Brief Description of the Types of Commercial Partnerships
The Companies' Act distinguishes between a private limited liability company and a public limited liability company. A private company is one that, in its constitutive document, restricts the rights to transfer shares, limits the number of its members to fifty and prohibits any invitation to the public to subscribe for any shares or debentures of the company. A private company can further be established as a private exempt company or a single member private exempt company A public company is, by exclusion, a company that is not a private company as defined.
The partnership En Nom Collectif is a commercial partnership that has its obligations guaranteed by the unlimited, joint and several liability of all the partners. On the other hand, the partnership En Commanditehas its obligations guaranteed by the unlimited, joint and several liability of at least one general partner, and by the liability, limited to the amount, if any, unpaid on the contribution, of at least one limited partner.
Each type of commercial partnership requires a constitutive document to be registered with the Registry of Companies and upon issue of a certificate of registration, the commercial partnership acquires a distinct legal personality, having its own rights and obligations distinct from those of its members. The said distinct legal personality subsists until the name of the commercial partnership is struck off the register, whereupon the commercial partnership ceases to exist.
In terms of the relevant Maltese income tax legislation, any of the commercial partnerships above mentioned are deemed to be a 'company' and are eligible for all, or any treatment, fiscal incentives and benefits available to companies.
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