The Registrar of Companies would like to bring to the attention of the Company Service Providers and the general public the recent amendments that took place in the Company Service Providers Act and how this will impact on the operations of the Malta Business Registry (MBR).
Kindly note the below:
Processing by the MBR
Persons offering CSP services by way of business as stipulated in the Company Service Providers Act that do not apply for authorisation with the MFSA by the 16 May 2021, will be deemed to be offering these services without authorisation, unless the relevant person falls squarely within one of the exemptions set out in the Company Service Providers Act (Exemption) Regulations. Such persons are therefore required to cease offering CSP services upon the expiration of the deadline unless an application for authorisation has been submitted.
Please note that in this respect the MBR will not process any documentation provided by the said person until and unless the said person, in all instances, provides a physical receipt issued by the MFSA confirming that the person has applied for authorisation in terms of Act L of 2020 – Company Service Providers (Amendment) Act, 2020.
Amendments to the Share Capital of the Company in light of Act L of 2020 – Company Service Providers (Amendment) Act, 2020
Company Service Providers (‘CSPs’) who were already registered in terms of the Company Service Providers Act prior to the amendments, are to provide the MBR with a copy of the certificate of authorisation issued by the MFSA when making a request for a change in the share capital. The capital requirements per class have been displayed in the table hereunder.
Change in the objects clause of the Memorandum and Articles of Association in line with the Class allocated to the Existing CSP in light of the new CSP Regime
CSPs who were already registered in terms of the Company Service Providers Act prior to the amendments, are to ensure that, following the allocation of the class of authorisation by the MFSA, if there any changes to the services being offered as a result of the classification allocated which need to be reflected in the objects clause of the Memorandum and Articles of Association, such amendments are to be provided to the MFSA for approval prior to the submission of these changes with the MBR.
Who is to apply with the MFSA?
For the purposes of Article 3 of the Company Service Providers Act the activities regulated by the Act must be provided by a person by way of business in addition to being provided to third parties. By way of business means that these activities must be provided by a person who either:
a) holds himself out as providing company services inter alia by soliciting the services on offer to members of the public; or
b) provides company services on a regular and habitual basis.
If any one of the conditions specified in a) or b) is satisfied, and the person is directly or indirectly in receipt of remuneration or other benefits for the provision of these services, that person is deemed to be providing the service by way of business and should apply for authorisation by the 16 May 2021.