Company Formation and Incorporation

With over fifteen years of experience in company formation, CDF Company Services Ltd is able to assist clients wishing to benefit from Malta’s favourable corporate tax rates and respectable jurisdiction in setting up the incorporation of their company. Our team is there to assist you throughout the formation and incorporation process whether the company is a private limited liability company or a public limited liability company both of which must be registered with the Registry of Companies(“ROC”) which forms part of the Malta Financial Services Authority(“MFSA”).

The process for the formation and incorporation of a private limited liability company normally takes about one week to complete, whilst a public limited liability company would be incorporated following MFSA’s approval. Upon receipt of the proposed name of the company, the names and particulars of the shareholders and directors, the authorised share capital and issued share capital together with the number of shares per shareholder, we will be able to draft the Memorandum and Articles of Association. Limited liability companies are constituted through such a document which specifies matters to the external and internal composition of the company, including the company name, the type of company (private or public), the company’s Maltese registered office, its objects, share capital, the amount of shares issued to each shareholder, details of the directors and company secretary as well as the duration of the company should this be incorporated for a specific period of time.

Private Limited Liability Companies are restricted to not more than 50 shareholders and invitation to the public for subscription to its shares is prohibited. Such companies must have at least one director and one shareholder. The names of such companies shall be followed by the term ‘Limited’ or ‘Ltd’. On the other hand, Public Limited Liability Companies have no restrictions with regards to the number of shareholders. The names of such companies are followed by the term ‘Public Limited Company’ or ‘p.l.c.’.

The share capital of a company may be in any preferred currency however preference should be given to the currency in which the majority of trading will take place. It is possible for shareholder to be either corporate entities or natural persons however for a company to have a wide objective 2 shareholders are recommended. Although single member companies are possible, this requires a more focused set-up and in such cases, the director of the company may not be a corporate entity It is to be noted that bearer shares are not permitted by Maltese law. The minimum Authorised Share Capital for Private Companies is €1,164.69 of which 20% must be paid up, while for Public Companies this is €46,587.47 of which at least 25% must be paid up.

Once this document is confirmed by the client, and the due diligence process is completed by us, our team will provide you with bank account details for the transfer of registry fees and the issued share capital. The latter, if under €5,000 is held in our clients’ account until a bank account for the newly registered Maltese company is opened. As the bank transfer is processed, the final version of the Memorandum and Articles of Association, the Services Agreement and any other formalities are to be signed by the shareholders and sent to CDF Company Services along with the required hard copies of due diligence documentation. Following this, the registration of the company may be carried out by our team which only takes a few days and for which a Certificate of Registration and officially filed Memorandum and Articles of Association will be provided to our clients for their records.