Company Secretary in Malta

Every business registered in Malta must appoint a company secretary, who is not required by law to reside in Malta but must be a natural person. The appointment of the secretary must be made under specific conditions acknowledged by the Companies Law.

Below, you can find out how to appoint a company secretary in Malta and his/her duties and roles within an enterprise. You can rely on our accounting firm in Malta for aspects that have to do with some of the duties of a secretary.

Table of Contents

Requirements to appoint a company secretary in Malta

The Board of Directors appoints the company secretary, who has various duties that are outlined in Chapter 386 of the Companies Act in Malta.

There are no specific requirements or qualifications for the company secretary in Malta. Instead, it is the directors’ responsibility to make sure they choose someone with experience and knowledge in order to perform the duties of this job.

While this position in a Maltese company is not an executive one, nor is it specifically defined, it is worth noting that the job is quite important through the duties and responsibilities a secretary has.

If you have a business and need accounting services in Malta, do not hesitate to get in touch with us.

In Malta, corporations are required to employ independent auditors to serve from one annual general meeting to the next. Each set of financial statements to be presented at the annual general meeting of the Company will be audited and the auditors’ findings will be disclosed to the shareholders. For tailored audit services in Malta, contact us. If you need business consulting in other countries, such as Canada, we can put you in touch with our local partners who can help you open a company.

When must company secretaries be appointed?

The company secretary must be appointed during the incorporation procedure when the shareholders draft the Memorandum and Articles of Association. The constitutive papers must include the company secretary’s name and surname, residence address, and identity documents.

According to the law, the directors are required to nominate and appoint a replacement company secretary whenever the position becomes vacant. A new company secretary must be appointed within 14 days of the position becoming empty, regardless of whether the resignation of the company secretary or the directors’ removal from office caused the vacancy.

Due to the nature of this position, one of our accountants in Malta can also act as a secretary.

Duties and responsibilities of the secretary

The responsibilities and duties of a company secretary in Malta are mainly concerned with the company’s meetings and acting as a liaison with the Companies House. Among these, we mention the following:

filing of various documents, returns, and notifications with the Trade Register;
attend board meetings of the directors and general meetings of shareholders;
send notices of these meetings in a timely and accurate manner to everyone who should receive them, prepare any necessary paperwork, and record minutes of these meetings;
to distribute the minutes afterward.

The company secretary must use specific forms and declarations to notify the Registrar of amendments in the company, like a change in directors or modifications to the Memorandum or Articles of Association.

Among the documents that can be handled by a company secretary in Malta are:

various resolutions and contracts;
financial accounts and reports;
annual returns;
other administrative documents.

You can rely on us for tailored accounting and payroll services for your company in Malta. Payroll in Malta can be handled internally or externally. Smaller businesses usually choose to outsource this department so they can focus more on business operations for better performance. Payroll can also become more challenging as a business expands, which is why using dedicated services can often be a safe option.

How many companies operate in Malta?

According to the National Statistics Office in Malta, the number of companies registered in Malta increased by 1.2% in 2021 compared to 2020. This way: