The implementation of the 4th Anti-Money Laundering Directive in Malta has brought with it the requirement to introduce a Register of Beneficial Owners as of 1st January 2018. This brings with it new obligations for local companies, unless these are otherwise exempt for the following reasons:
- Listed on a regulated market; and
- All the registered shareholders of which are natural persons who are disclosed in the public records of the register of commercial partnerships maintained by the Registry of Companies.
A beneficial owner is defined as a shareholder or individual owning more than 25% of the company or exercising control. The main points set out by these new regulations are the following:
New companies being incorporated after the 1st of January 2018 are now obliged to provide a specific form indicating the details of the respective beneficial owners of the new company signed by two prospective directors (unless a sole director is proposed).
- Existing companies incorporated before the 1st January 2018 undertaking a transfer of shares after 30 June 2018, shall use a specific form indicating the changes in beneficial owners of the company effected by such a share transfer.
- Existing companies shall be obliged, after 30th June 2018, to inform the Registrar with the details of the beneficial owners of the company through a specific form. Such form shall be provided when the next anniversary of the company falls due after the end of June 2018, or when a share transfer is effected, whichever comes first.
- All companies that fall under this regulation are obliged to hold an internal register of beneficial owners at the registered office or at a location as specified in the Memorandum & Articles of the company.
- Strict and heavy fines are in force for those companies that do not comply with this regulation.
- All officers, shareholders and beneficial owners of the company share equal responsibility and liability vis-à-vis imposed penalties.
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