A Malta Public Limited Company (PLC) is regulated primarily by the Malta Companies Act. The Malta Companies Act is based on English company law, with European influences – settled law, providing certainty and confidence.

The main benefits of establishing a Malta PLC (Public Limited Company) include access to public capital markets, unlimited shareholder capacity, and eligibility for listing on the public Stock Exchanges, making it ideal for large, growth-oriented enterprises and international business operations.

Acumum is licensed by the Malta Financial Services Authority (MFSA) as a Class C corporate services provider. A Class C license is the widest licensed issued by the MFSA and allows Acumum to provide:

• Malta Company Incorporation
• Directorships
• Company Secretary
• Registered Office

As well as the licensed services above, we also provide ongoing management, tax, vat and bookkeeping services alongside our legal services such as corporate legal advice.

• Minimum Share Capital: The minimum authorised and issued share capital is €46,587.47, of which at least 25% must be paid up at the time of incorporation.
• Shareholders: At least two shareholders are required to form a PLC; there is no maximum limit as to the number of shareholders allowed.
• Directors and Company Secretary: A minimum of two directors and one company secretary must be appointed. Directors are responsible for operations of the company and may be individuals or legal entities.
• Registered Office: The PLC must maintain a registered office in Malta.
• Company Name: The name must end with “Public Limited Company” or “PLC”.
• Memorandum and Articles of Association: These must be drafted and filed with the Malta Business Registry (MBR).

• Prospectus Requirements: Shares can be offered publicly, but no application may be made for shares until the company is incorporated and, if shares are offered to the public, a prospectus must be issued in accordance with Maltese law.
• Financial Reporting: Annual audited financial statements are mandatory, with a Maltese resident auditor required. These must include the balance sheet, profit and loss account, and statement of financial position.
• Corporate Governance: The board of directors is responsible for ensuring compliance with all legal and regulatory obligations, and the company must have adequate corporate governance policies in place.
• Eligibility for Stock Exchange: A Malta PLC can apply for listing on the Malta Stock Exchange (MSE) or any recognised exchange, but listing is not compulsory for formation.

• Capital Currency: Share capital can be denominated in euro or any another convertible currency upon registration.
• Formation Process: Incorporation is based on filing statutory documentation with the Registrar, after which the company receives a certificate of registration.
• Supervision: Ongoing compliance is overseen via statutory audits and compliance with financial and regulatory standards set by Maltese authorities.

These rules ensure a Malta PLC operates with transparency, investor protection, and flexibility for both local and international business needs.

• Corporate Tax Rate: Standard rate is 35%, but Malta operates a full imputation system; dividends paid include a tax credit for the tax paid at the corporate level.
• Shareholder Tax Refunds: Non-resident shareholders can claim tax refunds when dividends are distributed, reducing the effective rate on qualifying income to as low as 0–10%.
  • Refund rates depend on the nature of the income:
    • 6/7ths refund lowers tax to 5% for most trading income.
    • 5/7ths refund lowers tax to 10% for passively derived dividends.
    • 2/3rds refund applies when double taxation relief is claimed.

• Dividend and Capital Gains Exemption: Dividends and capital gains from qualifying participating holdings (including foreign subsidiaries) are completely exempt from Maltese tax.
  • This requires holding at least 5% equity in the underlying entity, where such underlying entity is taxed at a minimum 15% rate, or meets other specified criteria.
  • Greatly benefits holding companies and international structures.

• No Withholding Tax: Outbound dividends paid from a Malta PLC to non-resident shareholders are not subject to Maltese withholding tax.
• Double Tax Treaties: Malta has over 70 double taxation agreements, ensuring foreign investors avoid double taxation on international income.
• Stamp Duty Exemption: No stamp duty is payable on the transfer of shares by non-residents or on certain securities listed on the Malta Stock Exchange.

• Transparent Taxation: The full imputation system means profits are not taxed twice and all taxes paid at corporate level can be credited to shareholders’ accounts, often nullifying their liability on dividend income.
• Efficient Structuring: Malta allows for tax-efficient re-domiciliation, investment incentives, and favourable holding company regimes.

A Malta Public Limited Company (PLC) differs from a private limited company (Ltd) in several key governance, capital, and operational aspects. The PLC structure is designed for larger enterprises and companies seeking to access public capital markets, whereas the private limited company suits small to medium businesses focused on private investment and shareholder control.

• PLC: Requires much higher minimum share capital and can offer shares publicly, allowing any number of shareholders.
• Ltd: Lower capital requirement, limited to private funding, and shareholders are capped at 50 with strict restrictions on share transfers.

• PLC: Minimum of two directors and a company secretary, with broader management obligations due to stakeholder and regulatory requirements.
• Ltd: Only one director and one company secretary required, with simpler governance.

• PLC: May seek public investment, list shares, and issue debentures publicly once incorporated and a prospectus is issued in compliance with Maltese law.
• Ltd: Prohibited from offering shares or debentures to the public under any circumstances.

• PLC: Shares are freely transferable without custom restrictions unless otherwise stated in the constitution.
• Ltd: Articles of association must restrict share transfers to preserve the private nature of the company.

• PLCs are ideal for large businesses, fundraising on public markets, and benefit from unrestricted transferability and greater capital sources.
• Private limited companies are preferred by smaller enterprises or family businesses seeking privacy, control, and lower capital requirements.

These advantages make the Malta PLC structure attractive for entrepreneurs and corporations targeting expansion, investment diversity, and operational credibility within the EU and globally.

To learn more as to how Acumum’s MFSA licensed corporate service provider
firm can assist you, please contact us.