Redomiciliation of Foreign Companies to Malta Foreign companies wishing to change their domicile to Malta can do so under the Continuation of Companies Regulations issued under the Maltese Companies Act. This means that foreign companies can, without the need to wind-up their setup in the foreign country of first incorporation, opt to continue their existing setup in Malta by virtue of the Continuation of Companies Regulations aforementioned. Same applies to Maltese companies wishing to change their domicile to another jurisdiction. Furthermore, foreign companies which, following their redomiciliation to Malta, continue to be involved solely in international business and international trade transactions outside Malta, can avail themselves of the tax-efficient International Trading Company regime. Eligibility for Company Continuation in Malta - The foreign jurisdiction must allow the intended continuation. Indeed a number of other jurisdictions allow the continuation of companies to other jurisdictions. - The request for redomiciling to Malta must be accompanied with: (i) a shareholders’ resolution authorizing the company to redomicile to Malta; (ii) a copy of the company’s statute/constitutive documents amended to contain all requirements necessary for company registration in Malta; (iii) a certificate of good standing issued by the foreign company’s jurisdiction; (iv) a declaration signed by the directors of the company confirming: (a) the name of the foreign company and the name by which it is to be continued; (b) the jurisdiction under which it is incorporated; (c) the decision to have the foreign company registered as continuing in Malta; (d) that the foreign company has formally notified the foreign authorities of its decision to continue in Malta; (e) that no proceedings for breach of the laws of the foreign jurisdiction have been commenced against the foreign company; (v) a declaration signed by the directors of the company confirming the solvency of the foreign company; (vi) a list of directors, company secretary and persons vested with the administration or representation of the company, if any; (vii) such other material as may be required by the Registrar of Companies to satisfy himself that the foreign jurisdiction allows such continuation in Malta and that the relative consent of the shareholders has been obtained. - Where the company to be continued in Malta carries out a licensable activity according to Maltese law, then such a licence would have to be obtained. An authorization to act as trustee/nominee in Malta would also have to be obtained where a trustee/nominee is the holder of shares in a company to be continued in Malta. - Within six months following the registration of the foreign company as continuing in Malta, the foreign company must show that it has ceased to be a company in the foreign jurisdiction. Effects of Registration The registration of a foreign company as continuing in Malta shall not operate - (i) to create a new legal entity; (ii) to prejudice or affect the continuity of the company; (iii) to affect the property of the company and such company shall retain all its assets, rights, liabilities and obligations; (iv) to render defective any legal or other proceedings instituted or to be instituted, by or against the company ; or (v) to release or impair any conviction, judgment or obligation due or to become due or any cause existing against the company or against any member or officer of the company. JACS International Ltd shall be glad to assist you in all stages involved in the redomiciliation of your company to Malta. Should you have any query about your company’s eligibility for continuation in Malta, please do not hesitate to contact us. We shall be glad to provide you with more detailed information targeted for your particular needs. 
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