Malta's registrar given new powers to check beneficial ownership

Thursday, 02 July 2020
As of June 2020, Malta requires companies to make annual reports confirming the ultimate beneficial ownership of their shares, and has given the Registrar of Companies (the Registrar) significant new powers to check the accuracy of these reports.
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Legal Notice 247 of 2020 requires companies to file an annual declaration of beneficial ownership, whether or not it has changed, within 42 days of the date of the company's incorporation anniversary. If the ultimate beneficial owner is not identified and the company supplies details of its senior managing officials instead, changes to the officials' details need to be submitted to the Malta Business Register within 14 days from the effective date of change. There is a EUR5,000 penalty for failure to comply.

Defaulters can be struck off the register if they fail to file within three months of being issued an enforcement notice, and the government will confiscate their assets. Companies can also be wound up if any of their beneficial owners are sanctioned by international organisations. Moreover, the Registrar can refuse to register new companies whose directors are already named as directors of companies that have failed to report their beneficial ownership.

The Registrar can now also demand that a company hands over any document or information to confirm the beneficial ownership report it has submitted. It can even make on-site investigations at the company's premises to establish the identity of the beneficial owners, or to ensure that the ownership information submitted to the Malta Business Registry is accurate. If such an inspection shows that the ownership information already filed is incorrect, the Registrar can impose a ‘hefty’ penalty on each company officer, says global advisory firm BDO.

The new notice also requires company liquidators to keep a record of a struck-off company's beneficial owners for a further ten years.

Earlier this year Malta amended its beneficial ownership regime to restrict access to centrally held information on express trusts, foundations and associations only to those persons who can demonstrate a 'legitimate interest'.

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