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Directors of Maltese Companies

Directors of Maltese Companies

According to the Company Act in Malta, most types of companies are required to have a certain management structure. The directors or managers of companies are the most important part of a company as they have decisive power and voting right on important matters.

The types of directors in Malta

A Maltese company is required to have a board of directors that must be comprised of the chairman, non-executive and executive directorsCompany directors are nominated by the owners or shareholders of the company. The chairman leads the board of directors, make sure the board receives all information in due time and will also act as a communication channel between the company and the shareholders.

Non-executive directors are not part of the daily management of the company, but they will play an important part in supervising the executive directors and will mainly get involved in resolving conflicts. According to the Maltese legislation, both types of directors have the same duties. Non-executive directors should encourage the management team to achieve its goals according to the Maltese Corporate Governance CodeNon-executive directors should also be unbiased and independent.

The appointment of directors in Maltese companies

As mentioned above, directors are usually appointed by the Maltese company’s shareholders. The appointment of a director in a Maltese company must be transparent and will be done during the general meetings, when the minorities can also express their opinions. Directors are required to have a broad experience in the area they are selected for. They must also be honest and have leadership skills in order to carry out their tasks.

What are the responsibilities of Maltese directors?

Directors should be able to conduct the company in a cautious but efficient way, assess financial and management risks and must be result-oriented in order to achieve all company’s objectives.

Directors will revise the management performance and ensure the financial and human resources in order for the company to obtain the desired results and thrive. Maltese directors are also required to attend all general and ad-hoc meetings.

Duties of directors in Malta

Maltese directors of companies have several duties among which:

  • -they can act as fiduciaries for the company;
  • – duties related to maintaining updated records of the company;
  • – duties relating to filing the required documentation with the Maltese Trade Register;
  • – duties with respect to the general meetings;
  • – duties related to company liquidation, if applicable.

Among the most important duties of Maltese directors are filing the tax returns and all other related documents with the Trade Register in the specific timeframe as provided by the Company Law. The directors must keep updated at all times the members and the debentures registers, as well as the minutes of the meetings. The directors also have the responsibility of verifying and authenticating all official documents related to the company’s business and to offer information to auditors when needed.

Our attorneys in Malta will provide you with all the information about the duties and responsibilities of directors in a company. For detailed information about the provisions of the Commercial Code, you can contact our lawyers in Malta.