Simplified Liquidation Malta

Simplified Liquidation Malta

Introduction 

Malta’s simplified liquidation procedure provides a streamlined alternative to a voluntary members’ winding up. It allows eligible Maltese companies to close efficiently using a reduced‑burden process introduced through amendments to the Companies Act, effective 16 December 2025. 

Voluntary Strike‑Off Comparison 

The simplified liquidation mirrors voluntary strike‑off regimes used in other jurisdictions. It is intended for companies that ceased or never commenced trading, offering a fast‑track removal from the Malta Business Registry and reducing the administrative timelines associated with traditional voluntary wind‑ups. 

Eligibility Criteria 

To utilise the simplified liquidation procedure, a Maltese company must meet several requirements: 

•  It has been incorporated for at least six months. It is not a public or regulated entity 

• It engaged in no trading activity during the previous six months. 

• It has not changed its registered name in the last six months. 

•  It had no employees other than directors or officers. 

• All filings and penalties due to the Malta Business Registry were settled. 

• None of its shares were pledged. 

Simplified Liquidation Process 

To initiate the process, the company must file Statutory Form B3, signed by all directors, confirming that the eligibility criteria have been met. The directors must also confirm the company: 

• Is not a regulated entity. 

•  Has no creditors except shareholders, current officers, or service providers. 

• Has no pending litigation. 

• Holds assets not exceeding €5,000. 

•  Entered no deeds or contracts in the previous six months other than with service providers. 

• Owes no outstanding amounts to government entities. 

• Had no employees other than its officers

A subsequent Statutory Form B4 must confirm: 

• The shareholders approved the simplified dissolution.
• All bank accounts have been closed.
• VAT deregistration has been filed, if applicable.
• Beneficial ownership and financial records will beretainedas required by law.Form B1 has been filed to notify the adoption of the extraordinary resolution. 

Notice Publication and Timeline 

Following submission, the Malta Business Registry issues a public Notice, published both in a daily newspaper and on its web portal. The company is officially struck off three months after publication. 

Directors and Secretary Powers 

The company’s directors and secretary continue to hold all powers and responsibilities until the company is formally struck off. This differs from a members’ voluntary winding‑up, where directors’ powers cease upon the appointment of a liquidator. 

How AE Can Help

The introduction of Malta’s simplified liquidation procedure offers eligible companies a faster and less burdensome route to dissolution. AE Business Advisors can assist in assessing eligibility, preparing the required statutory forms and ensuring full compliance with Malta Business Registry requirements throughout the process.

If you are considering closing a dormant or non-trading company and would like to understand whether the simplified liquidation applies to your circumstances, contact Shaun Debono or Nadya Turban for clear, practical and tailored guidance.