Set up a partnership in Malta
Registration of partnerships in Malta follows the stipulations of the the Companies Act of 1995. The types of partnerships that can be formed in Malta are:
- general partnerships (partnership “en nom collectif”) and,
- limited partnerships (partnership “en commandite”).
All commercial partnerships are considered separate legal entities by law and they are regulated by the Trade Register.
A general partnership is mainly characterised by unlimited liability which is extended to all partners. The general partners hold joint responsibility for the debts and obligations of the partnership. As a general rule, general partnerships in Malta are entitled to have a minimum of two or more partners.
Requirements for the registration of a general partnership
With a minimum of two partners, the partnership can be registered with the Trade Register. A partnership deed has to be written up and submitted for the registration to be processed. A partnership deed is used to regulate the partnership. It contains the following:
- Name of the partnership
- Names and addresses for all partners involved
- The registered address of the partnership in Malta
- The purpose of the partnership
- The contribution made by each partner
- The duration of the partnership (for a partnership with a pre-determined life-span)
A limited partnership is different from a general partnership in terms of liability. The partners of a limited partnership can be limited partners with limited liability. This means one or more partners can have liability limited to their contribution to the partnership. The partnership must have a minimum of two partners with at least one general partner and one limited partner. Partners can be either natural persons or limited liability companies. It’s also possible that a limited liability partner can also be a general partner.
Requirements for the registration of a limited partnership
Documentation for registering a limited partnership is quite similar. A partnership deed is to be drawn and submitted to the Trade Register for the registration to take place. The deed will disclose the partners and their corresponding liability within the partnership. Share capital for a limited partnership is also disclosed in the partnership deed. The contributions can be individually listed for all partners. Alternatively, contributions can be divided into shares.
Commercial partnerships hold many advantages for foreign investors since they are treated the same as local investors. The registration process is relatively simple and fewer formalities are required concerning accounting and taxation. Another good thing about commercial partnerships in Malta is that they can easily be re-registered as limited liability companies.
To gain more insight into the Maltese partnership system, reach out to SIGTAX. Our team of accountants, lawyers, and consultants stay au courant with the latest business trends and regulations in Malta. They can also help with legal counsel on how to set up a company in Malta including giving a profound understanding of the nations’ tax system. Thus, you can be confident that you will get relevant info which guides you to do everything the right way and in your favor.
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