Malta’s Beneficial Ownership Requirements: A New Era for Corporate Transparency
Malta has taken a significant step towards implementing the EU’s Fourth Money Laundering Directive by introducing beneficial ownership requirements for companies registered in the country. This new regime aims to increase transparency and combat money laundering and terrorist financing.
Effective Date and Applicability
The new regime came into effect on January 1, 2018, with all commercial partnerships, including limited liability companies and private limited liability shipping companies, required to submit a statutory form identifying each ultimate beneficial owner. The Registrar of Companies will not proceed with the registration of a new company unless this declaration has been complied with.
Compliance Deadlines
- Existing companies have until June 30, 2018, to comply with this obligation.
- New companies registered on or after January 1, 2018, must adhere to this requirement immediately.
Notification Requirements
The regime also applies to any changes in shareholding occurring through transfer, transmission, increase, or reduction of shares or other restructuring of share capital or change of voting rights. Companies must notify the Malta Registry of Companies within 14 days of such changes, and failure to do so may attract penalties.
Internal Register of Beneficial Owners
In addition to notification requirements, all companies will be required to keep their own internal register of beneficial owners. This obligation applies to new companies registered on or after January 1, 2018, while existing companies have until June 30, 2018, to comply.
Access to the Register of Beneficial Owners
The Register of Beneficial Owners will be maintained by the Registry of Companies and will be limitedly accessible as from April 1, 2018, by:
- Relevant competent authorities
- Persons subject to obligations relating to the prevention, combating and detection of money laundering and combating of financing of terrorism
- Other persons and organisations who submit a written request and show a legitimate interest in the information
Consequences of Non-Compliance
Failure to comply with any of these obligations may attract:
- Joint and several liability of the company and its officers
- Daily penalties
- Any officer, shareholder or beneficial owner who knowingly or recklessly makes a statement, declaration or otherwise provides misleading, false or deceptive information may be liable to a criminal offence punishable by:
- A fine of up to €5,000
- Imprisonment of up to six months
- Both
Prescribed Forms
The prescribed forms for submitting notifications to the Registry of Companies are Form B01 and Form BO2. Existing companies must utilize Form BO2 to identify their beneficial owners by July 1, 2018.
Conclusion
Malta’s beneficial ownership requirements aim to increase transparency and combat money laundering and terrorist financing. Companies must comply with these new obligations to avoid penalties and maintain good standing in the country.