18 Jul Interview with Geraldine Spiteri Lucas, CEO of Malta Business Registry
The Malta Business Registry (MBR) serves as the central authority responsible for the registration and regulation of business entities in Malta. It facilitates the incorporation, registration, and administration of companies, partnerships and other business structures. To start, could you provide an overview of the role, services and functions offered by the MBR?
The MBR is the agency in charge of overseeing all the commercial entities, as well as all the foundations, associations and voluntary types of organizations in Malta. We are involved in the life of a company from the very start to the end of that company. We start by incorporating the company, and during the existence of this company we keep the profile of its directors and officers up to date. If the company changes their directors or legal representation, they need to inform us within in 14 days, so we can update our online portal which is visible to third parties so that they are informed with the current data of an entity. We are also responsible for the Register of Beneficial Owners, so that any authorized and competent authority—banks, corporate service providers, accountants, lawyers, the FIAU, the police, the attorney general—can get information on the beneficial owners from our portal as well. In the final stage, when the shareholders make the decision to dissolve the company themselves, they need to file notifications with the MBR and provide us with the documentation showing where the assets went, etc. We also house the Office of the Official Receiver, which deals with insolvent companies, so those companies can either initiate the liquidation process themselves by declaring that they are insolvent and unable to pay their debts, or their creditors may start the dissolution process. In most instances, the Official Receiver will appoint the liquidator of these companies. In December we transposed the insolvency directive which goes a bit beyond: when a company is unable to pay its debts, the insolvency directive puts an obligation on the member states to, for example, have early warning signs issued in the system to help businesses avoid going into liquidation. If we see that a company is not filing accounts with the MBR, if it’s not filing tax returns with the tax authorities, it’s not paying the electricity bills, these are all early warning signs that the company might be in distress, and from our side we start to take action on that company. We inform the company whether it can go to an insolvency practitioner for help, or whether they need restructuring. Through this transposition we are now literally involved in every step of the way of that commercial entity.
The MBR also deals with the non-commercial side as well, with foundations and associations, which is rather small in population, just a few hundred. We also have the register of the Beneficial Owners for those entities.
Malta has experienced a robust and resilient economic performance, with a gross domestic product (GDP) growth set to be the second highest in the EU for this year. Can you explain the key features and benefits of Malta as a business and financial jurisdiction that make it attractive for international investors?
Historically, Malta’s economy proved to be agile and flexible as it managed to adapt and renovate itself from being a fortress-based economy shifting to tourism and manufacturing to now services. We can start from the geographic position. Malta is surrounded by the sea in the center of the Mediterranean Sea and so we usually attract shipping companies. The shipping and maritime industries are very strong in Malta. Malta also has a strong financial services sector and stands out as a highly regulated financial market, so when someone says that they have a licensed entity in Malta, it means that it is at the highest standards. At the MBR level, we want to ensure that we attract good customers only. This is even more true after the certificate of trust that was issued to us after the Financial Action Task Force (FATF) evaluation, whereby we had to ensure that any mishaps or any loopholes that we had in the system were addressed. We have addressed them significantly and all authorities now are cooperating closely together. Malta is also quite dynamic in terms of manufacturing, with its pharmaceuticals and the aviation industries being one of the strongest in Europe. All this, bearing in mind that Malta does not has any natural resources but relies on the talent of its people.
The registration procedure of a company in Malta is quite straight forward, even though we perform a lot of checks and the administrative burden remains on the authority’s side and not on the applicant as such. We ensure that, as MBR, we are offering an efficient service to applicants so that they have a good experience both at the inception of their business and during the lifetime of their business.
How does MBR support incorporation and registration of foreign companies in Malta?
You might have situations where a foreign investor wants to incorporate a company in Malta, and where a company incorporated in the UK, for example, is the shareholder of a Maltese company. In order to facilitate the mobility of companies within the member states, we transposed the mobility directive in January 2023. So for an Italian company wanting to move to Malta, for example, there is a specific regime in place. But we went a bit beyond the transposition of the directive, offering the mobility not only within EU member states but also beyond. So any company registered in a jurisdiction that is reputable and not blacklisted by the FATF can move to Malta, provided it submits certain documents of course and that they adhere to certain conditions.
Malta Business Registry ensures compliance with legal requirements, provides access to public information, and supports ongoing corporate governance. With its streamlined processes and comprehensive services, the MBR plays a vital role in promoting a transparent and business-friendly environment for local and foreign enterprises. What resources does the Malta Business Registry offer to support ongoing compliance and good corporate governance for registered companies?
We have a fully-fledged compliance unit. This unit ensures that whenever we have a new company or new requirements within existing companies, they are all screened against a KYC database. The compliance unit carries out investigations on companies based on that risk score to ascertain that they have provided the correct beneficial ownership information. According to the risk of the company, the onsite inspections will take place. If you have a high-risk company, then we will have an inspection within the first six months. If you score very low risk, then you have up until 18 months. This is from the compliance side.
Malta has cultivated a start-up-friendly environment that offers numerous advantages for entrepreneurs. Recently, the government launched the Malta Startup Residence Program, inviting non-EU entrepreneurs to launch their new ventures on the island. What specific initiatives or support services has the MBR implemented to foster entrepreneurship, innovation and startup development within the country?
The way forward is certainly technology, and we are working on a fully-fledged online system whereby the experience of incorporating a company and keeping information up to date will be more user-friendly. We will encourage the applicants to make the necessary filings. We have been working on reengineering our processes to ensure that we offer an efficient service. Our aim is that we come to a point where there is no need for individuals to come over here to register a company or to file documents, whereas for us we have to ensure that we have the original signed documents. You can do it from the comfort of your home. When we receive the information, our internal staff will have notification and they can start processing documents. We want to offer a one-stop-shop service, so when one incorporates a company in Malta, the tax authorities are informed, and they will get in touch with you about whether they would like a certificate or any other document. Our business portal, which will be launched in the coming months, will further enhance our efficiency and services. Anyone that would like to do business in Malta will be able to use this portal: they will enter all their information and be guided step-by-step on what processes to follow. If the business is going to employ individuals, there will be a link to the authority you need to contact to register individuals; all the forms will be available on this portal, so it will be a step-by-step process.
The MBR places a strong emphasis on training, education and digitalization to enhance its services and keep up with the evolving business landscape. By prioritizing these three elements, the MBR strives to deliver modern and user-friendly solutions in line with the evolving needs of businesses in the digital age. What specific training and educational programs does MBR offer to its staff to ensure they are equipped with the necessary knowledge and skills to provide quality services to businesses?
Our human resources unit identifies courses for our staff to attend. 144 different employees attended at least one training event last year for a total of 1,570 training hours. We will have 13 new applications for an MBR self-development scheme. This relates to, for example, ACCA, Master’s in Management and Business Administration, Master’s in Law, Higher Diploma, Advanced Diploma, a Diploma in Money Laundering. We are present most of the time at university job fairs to try and attract the best students. We offer internship opportunities to university students and MCAST (Malta College of Arts, Sciences and Technology). These are usually in the fields of law, accounting, and IT and communications. Those are the main areas that we focus on.
You were appointed as CEO of MBR about 1.5 years ago, bringing with you a wealth of experience in the corporate and regulatory sectors, supported by a strong background in law and financial services. How do you envision the future of the Malta Business Registry under your leadership, and what key strategies or initiatives do you plan to implement to further enhance its services and support the business community in Malta?
Prior to joining the Registry 10 years ago, I worked in the private sector, and so I know the concerns and how efficient I used to expect authorities to be. So when I was appointed CEO, I wanted to ensure that whoever is dealing with the MBR gets fast and efficient service. We are not perfect, but we try to ensure that we have the best teams to deal with specific subjects. The first thing I did was restructure the Registry Unit to have specialization. Now we have a group specialized in incorporations, we have a group specialized in shipping, one specialized in public companies, financial service companies, and one for all other regular companies, like manufacturing, with lower requirements in terms of documentation. A financial services company or a listed entity needs to submit to their shareholders every three months, while a manufacturing or other general companies only need to do so every 3-6 years. I believe that when you specialize, you will be able to provide a more efficient service. We are also providing specific training for practitioners to these specific groups. So the public companies’ group receives specific training from public companies, and it is the same for the other groups.
What is your final message to the readers of Newsweek?
Malta is a very small island, which sometimes can be disadvantageous, however I believe that we have always weathered the storm. Proof of that is that we have been removed from the grey list within one year. We rolled up our sleeves and started working immediately to gain immediate results. We learned a lot from the FATF evaluation, and now we must keep the momentum in terms of compliance and transparency to ensure that we safeguard the interests of the Maltese jurisdiction and enhance Malta’s competitive edge on the international stage.
In October 2023, we will host a big international conference, with over 70 Business Registries from across the globe. We will do that together with the Corporate Registrars Forum of which we are members. We will be sharing our experience regarding the FATF, as all registries have to go through this also particularly with regards to populating the beneficial ownership registers.
I believe that the MBR is one of the very few registries that verify the information that we receive. Registries need to be made aware that the information on our portals is being used by various authorities across the world, and so it is important that the information is double checked on our side. MONEYVAL representatives should be participating, as well as the World Bank, and the Global Facility Forum will give presentations to other registries to ensure that apart from sharing the Malta experience, they follow in our footsteps in making sure the data is accurate.