Comprehensive launch of a Malta Ltd: corporate structure, registration with the Malta Business Registry, company secretary, account, tax model, substance and fintech licensing support.
Malta may be suitable for international services, IT and e-commerce, trade, intellectual property management, holding and investment structures. Financial, payment, crypto and iGaming projects additionally require a separate regulatory analysis.
Prikhodko & Partners provides comprehensive support for setting up a business in Malta: from selecting the structure and preparing documents to MBR registration, arranging a registered office and company secretary, opening an account, tax planning, accounting, obtaining fintech licences and regulatory authorisations, and ongoing corporate support.
During the consultation, a lawyer will determine whether Malta is suitable for your business model, help select the corporate and tax structure, and assess the requirements for the account, substance, reporting and licensing.
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Malta — more than a place to register a company
Malta is often considered because of the possibility of reducing the effective tax burden. However, its main value for international business lies in the combination of EU legislation, an English-speaking corporate environment, flexible holding mechanisms and an established regulatory infrastructure.
It is a jurisdiction for businesses that need more than a formal foreign company — they need a clear European structure with identified beneficial owners, corporate governance, accounting, a tax model and sufficient economic presence.
A Malta Ltd may be used as an operating company, a holding company, an owner of intellectual property or a corporate basis for subsequently obtaining a financial or other regulatory authorisation.
Before registration, it is important to answer three questions:
what function the Maltese company will perform within the international structure;
where management decisions will actually be made and profit generated;
whether the planned activity requires a licence from the MFSA, MGA or another regulator.
Which business models should consider Malta?
01
Operating business in the EU
IT, SaaS, e-commerce, consulting, international trade, marketing and professional services with clients in different countries.
02
Holdings and asset management
Holding shares in other companies, receiving dividends, corporate consolidation, attracting investors and building an international group.
03
Fintech and regulated projects
Payment services, electronic money, crypto-assets, investment and related financial products for which a Malta Ltd may form the basis of the licensing structure.
04
IP and digital products
Software development, trademark management, technology licensing and other intellectual property utilisation models.
What does the corporate framework of a Malta Ltd look like?
A Private Limited Liability Company is the main form used by international founders. The company has separate legal personality, and shareholders’ liability is generally limited to their contribution to the capital.
Shareholder
From one individual or legal entity. Owners and ultimate beneficial owners are subject to verification.
Director
Responsible for managing the company and fulfilling corporate obligations.
Company secretary
Ensures maintenance of corporate registers and control of mandatory filings.
Registered office
The company must have an official registered office in Malta.
The minimum share capital of a Malta Ltd is €1,165. However, for a bank or licensing application, the nominal minimum may not be sufficient: the capital should correspond to the scale, risks and future expenses of the business.
For a holding or licensed structure, the powers of directors, decision-making procedures, share classes, investor rights, profit distribution rules and interaction between group companies are additionally defined.
Why do descriptions of Malta mention both 35% and 5%?
The standard corporate income tax rate in Malta is 35%. At the same time, after the tax has been paid and dividends distributed, a shareholder may be entitled to a refund of part of the tax. In certain structures, this mechanism may substantially reduce the effective tax burden.
The tax outcome depends on the specific structure
The phrase “5% tax” does not mean that a Malta Ltd immediately pays corporate income tax at this rate. The following must be taken into account:
the nature of active or passive income;
the tax account to which the profit is allocated;
whether dividends have been distributed;
the residence and status of the shareholder;
entitlement to a tax refund;
CFC rules and taxation in the owner’s country.
The Final Income Tax Without Imputation regime may also be considered separately, with a final rate of 15% and no subsequent refund mechanism. The choice of regime requires prior modelling because the decision applies for the prescribed period.
We compare available options not only by their nominal rate but also by tax refund timelines, administration costs, cash flows, transfer pricing rules and tax consequences for the owners.
Two parallel tracks for launching a business
Company registration and preparation for operations should be carried out simultaneously. Otherwise, you may end up with a Malta Ltd whose corporate structure does not meet the requirements of the bank, tax model or future licence.
Corporate track
analysis of the ownership structure and UBO;
reservation of the company name;
preparation of the Memorandum and Articles;
formation of capital and allocation of shares;
appointment of a director and company secretary;
arrangement of the registered office;
registration with the Malta Business Registry.
Operational track
selection of the tax model;
tax and VAT registration;
preparation of the banking KYC/AML package;
opening an account with a bank or EMI;
setting up accounting;
creating the required substance;
reviewing licensing requirements.
Prikhodko & Partners team of specialists providing legal support for businesses in Malta
Malta has a separate regulatory infrastructure for financial and technology companies. Registration of a Malta Ltd may be the first stage of a project, but by itself it does not grant the right to provide payment, electronic money, investment or crypto services.
Depending on the product and the flow of funds, the business may require authorisation from the Malta Financial Services Authority:
Model
When it may be required
Regulatory focus
Payment Institution
Transfers, acquiring, processing and other payment services
Capital, safeguarding, governance, AML and operating model
Electronic Money Institution
Issuance of electronic money, wallets and related payment services
Protection of client funds, technology infrastructure and risk control
CASP under MiCA
Custody, exchange, execution of orders and other crypto-asset services
Classification of services, capital, custody, AML, governance and ICT
Other financial authorisations
Investment, lending, brokerage or related models
The precise category is determined after analysing the product and the company’s functions
How we support fintech projects
The Prikhodko & Partners team helps not only to register a company but also to prepare the project for the regulatory authorisation process.
determine the regulatory perimeter and the required type of authorisation;
develop the corporate and licensing structure;
help establish the composition of directors, key functions and the local team;
prepare the business plan, programme of operations and financial model;
support the development of AML, safeguarding, outsourcing, risk and compliance policies;
coordinate preparation of the technological and operational description;
support communication with the regulator and responses to its requests.
Account and substance: the company must have economic rationale
Maltese registration does not guarantee the automatic opening of an account. A bank or EMI reviews not only the company’s documents but also the economic rationale of the entire structure.
It is necessary to explain why the business selected Malta, where clients and suppliers are located, who manages the operations, how revenue is generated, where the initial capital comes from and which payments will pass through the account.
Business plan
Product, markets, clients, suppliers, financial model and turnover forecast.
Source of funds
Documents confirming the origin of capital and company financing.
Management
Directors, authority, place of decision-making and key functions.
Economic presence
Office, personnel, local expenses and other elements corresponding to the business model.
Find out what is required to launch your business in Malta
A lawyer will assess the business model, determine whether a licence is required, propose a corporate and tax structure and develop a plan for registration, account opening or obtaining authorisation.
An expert in corporate and international corporate law. Has many years of experience supporting company registration and structuring in Malta and other EU jurisdictions. Specialises in creating holding and investment structures, organising corporate governance, opening accounts, tax planning and obtaining licences for regulated businesses.
Frequently asked questions
Can a non-resident register a company in Malta?
Yes, a foreign national may be a shareholder and director of a Malta Ltd. During registration, corporate KYC must be completed and documents confirming identity, residential address, source of funds, professional experience and the company’s future activities must be provided.
Do I need to travel to Malta in person?
No, the company can be registered entirely remotely. We prepare the necessary powers of attorney under which our local partners and lawyers carry out all registration actions on your behalf.
Can a Maltese company really pay only 5% tax?
The standard corporate tax rate is 35%. After payment of the tax and distribution of dividends, a shareholder may, in certain cases, receive a refund of part of the tax, which may reduce the effective burden for certain qualifying income. The 5% rate is not automatic and depends on the type of income, structure and compliance with procedural conditions.
Is it mandatory to appoint a Malta-resident director?
There is no general requirement for an ordinary Malta Ltd to appoint a local resident director. However, the composition of the board and the place of effective management affect substance, tax residence, banking compliance and the ability to use certain tax mechanisms.
Who is a local company secretary and why is one required?
Every Malta Ltd must have a company secretary. The company secretary ensures the maintenance of corporate registers, preparation of resolutions and monitoring of deadlines for filing the Annual Return and other documents with the Malta Business Registry. This is not the same as a director or nominee owner.
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Do you need professional advice on registering a business in Malta?
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Taras Miroshnychenko
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