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A limited liability company is the most common form of business entity in Malta. It may have the status of a public or private company.
A limited liability company is validly constituted in accordance with the Companies Act once a memorandum of association is entered into and subscribed by at least two persons or in case of a single member company- by one person and a certificate of registration is issued in respect thereof by the Registrar of Companies.
PRIVATE OR PUBLIC COMPANY
A private company is a company that must, by its memorandum or articles:
- restrict the right to transfer its shares;
- limit the number of members to fifty; and
- prohibit any invitation to the public to subscribe for any shares or debentures of the company.
A public company is a company which does not qualify as a private company. A public company may offer shares or debentures to the public but it may not issue any form of application for its shares or debentures unless the company is registered and the issue is accompanied by a prospectus.
PRIVATE EXEMPT COMPANIES
A private company may have the status of an exempt company, and qualify for certain advantages if the following conditions are contained in its memorandum or articles of association:
- the number of persons holding debentures of the company is not more than 50; and
- no body corporate is a director of the company, and neither the company nor any of the directors is party to an arrangement whereby the policy of the company is capable of being determined by persons other than the directors, members or debenture holders thereof.