When a business in Malta decides to end its operations or cannot continue due to financial issues, it may undergo a process known as company liquidation. This process involves assessing the company’s assets, paying off creditors, and distributing any remaining assets among shareholders. There are three main types of liquidation in Malta, each catering to different situations.
Types of Liquidation in Malta
1. Members’ Voluntary Liquidation
Overview
This type of liquidation occurs when the directors of a Maltese company believe they can pay off all company liabilities within 12 months. This option is chosen under certain conditions:
- The company’s operational period has ended.
- The company is undergoing restructuring.
- The business owner is retiring.
Process
The process begins when the company’s shareholders pass a resolution to liquidate the company and appoint a liquidator to handle the procedure.
2. Creditors’ Voluntary Liquidation
Overview
If a company cannot pay its debts and the directors cannot declare the company solvent, creditors can initiate liquidation. This type of liquidation provides creditors more control, including the ability to appoint a liquidator of their choice.
Process
This liquidation starts with a shareholders’ meeting, which creditors also attend, to discuss and initiate the liquidation process.
3. Court Liquidation
Overview
Court-ordered liquidation occurs under several circumstances:
- The number of shareholders falls below two and remains so for over six months.
- The number of directors decreases and is insufficient for at least six months.
- The company’s set operational period expires as per its Articles of Association.
- The court finds sufficient reason to order the company’s liquidation.
Process
This method involves a more formal procedure where the court decides to liquidate the company based on the presented reasons.
Compulsory Liquidation in Malta
Overview
Compulsory liquidation happens following a court order after an application by members or creditors of the company.
Process
An official receiver appointed by the court investigates the company’s financial status, drafts a report, and assesses all assets and liabilities. This receiver initially acts as the liquidator, managing the company’s remaining affairs until creditors appoint someone else.
Documentation Needed for Liquidation
Essential Documents
When a company is being wound up in Malta, certain documents must be submitted to the Trade Register:
- Minutes of the shareholders’ meeting where the liquidation decision was made.
- The company’s last financial statements and other relevant accounting records.
- Forms including the liquidation notice, the appointment of the liquidator, and a declaration of solvency.
- A liquidation notice must also be published in a daily newspaper to inform the public and potential creditors.
Easier Company Liquidation in Malta with Professionals
Liquidating a company in Malta is a structured process designed to ensure that all parties, including creditors and shareholders, are treated fairly. Understanding the different types of liquidation can help business owners and stakeholders make informed decisions during challenging times. For further guidance, it’s advisable to consult with legal professionals who specialize in Maltese company law.
