MALTA DEVELOPMENT CORPORATION ACT

MALTA DEVELOPMENT CORPORATION

CHAPTER 202

MALTA DEVELOPMENT CORPORATION ACT

To make provision for the establishment of a Development Corporation for Malta, to

determine its functions and powers and to provide for matters ancillary or incidental thereto.

(1st November, 1967) *

(1st May, 1968) †

Enacted by ACT XXVII of 1967, as amended by Acts: LIX of 1975, XXII of 1976, XI of 1977,

VIII of 1982 , XIII of 1983 and XV of 1995 ; and Legal Notice 411 of 2007 .

The short title of this Act is the Malta Development

Corporation Act.

[Article 7]

PROVISIONS WITH RESPECT TO THE BOARD OF DIRECTORS

1. The Board may act notwithstanding any vacancy among its

members.

2. The quorum at all meetings of the Board shall be half the

number of directors for the time being constituting the Board and

shall in no case be less than three; and in the absence of the

chairman at any meeting of the Board, such director as the directors

present may select shall act as chairman of the meeting.

3. The decisions of the Board shall be by a majority of the

votes of the members present and voting. The chairman of the

meeting (whether or not he is the Chairman of the Board) shall not

have a second or casting vote.

4. The Board shall meet at such times as may be necessary or

expedient for transacting its business, and in any case not less than

twice in every six months. The chairman of his own motion or at

the request of any two of the directors may at any time convene a

meeting of the Board.

5. The Board shall cause minutes of each meeting to be kept

and such minutes shall be confirmed at the next succeeding

meeting. Certified copies of the minutes of any meeting of the

MALTA DEVELOPMENT CORPORATION

Board shall be forwarded to the Minister on his request.

6. The legal representation of the Corporation shall be vested

in the chairman and/or in such other director or directors as the

Board may by resolution designate. Any such resolution of the

Board shall be published in the Gazette.

7. (1) A director who is in any way directly or indirectly

interested in a contract made or proposed to be made by the

Corporation or in any enterprise which has or proposes to have any

business relations with the Corporation or any relation involving

any form of assistance from the Corporation or any

recommendation or advice by the Corporation relating to any

assistance, exemption or grant of a right, shall, as soon as possible

after the relevant circumstances shall have come to his knowledge,

disclose the nature of his interest at a meeting of the Board.

(2) Any disclosure made under subparagraph (1) shall be

recorded in the minutes of the meeting at which it is made, and the

director -

(a) shall, after the disclosure, withdraw from the meeting

while that matter is being discussed or decided by the

Board; and

(b) shall be disregarded for the purpose of constituting a

quorum of the Board for any such discussion or

decision.

(3) The chairman of the meeting shall without delay inform the

Minister of any disclosure made under this paragraph.

8. Any document purporting to be an instrument made or

issued by the Corporation and to be signed by the chairman and by

the secretary on behalf of the Corporation shall be received in

evidence and shall, until the contrary is proved, be deemed to be an

instrument made or issued by the Corporation.

9. The Board may make standing orders regulating its own

procedure generally, and, in particular, regarding the holding of

meetings of the Board, the notice to be given of such meetings, the

p r o c e e d i n g s t h e r e a t , t h e k e e p i n g o f m i n u t e s , t h e c u s t o d y,

production and inspection of such minutes, and the opening,

keeping, closing and audit of accounts.

10. Subject to the preceding provisions of this Schedule and of

any standing orders made thereunder the Board may regulate its

own procedure.

In this Act, unless the context otherwise requires -

"the Board" means the Board of Directors of the Corporation

established by article 4;

"the chairman" means the Chairman of the Board appointed

under this Act;

"the Corporation" means the Malta Development Corporation

established by article 3;

"director" means a director of the Corporation appointed under

this Act;

"financial year" means a period of twelve months ending on the

31st December;

"the Gazette" means the Government Gazette;

"the Government" means the Government of Malta;

"the House" means the House of Representatives of Malta;

"industry" means any enterprise conducive to development of the

economy of Malta whose object is to produce or provide goods or

services for sale or hire inside and outside Malta; and "industrial"

shall be construed accordingly;

"Malta" has the same meaning as is assigned to it by article 124

of the Constitution of Malta;

"Minister" means the Minister responsible for industry and

includes, to the extent of the authority given, any person authorized

in that behalf for any purpose of this Act;

"public officer" has the same meaning as is assigned to it by

article 124 of the Constitution of Malta.

PART II

ESTABLISHMENT, CONDUCT OF AFFAIRS AND FUNCTIONS OF

THE CORPORATION

(1) There shall be a body, to be called the Malta

Development Corporation, for the purpose of securing development

of the economy of Malta in accordance with the provisions of this

Act.

(2) The Corporation shall be a body corporate having a distinct

legal personality and be capable, subject to the provisions of this

Act, of entering into contracts, of acquiring, holding and disposing

of any property for the purpose of its functions, of suing and of

being sued, and of doing all such things and entering into all such

transactions as are incidental or conducive to the exercise or

MALTA DEVELOPMENT CORPORATION

performance of its functions under this Act.

(1) The affairs and business of the Corporation shall be the

responsibility of and shall be conducted by a board of directors;

but, save as aforesaid and subject to the provisions of this Act and

to any directions of the Board, the executive conduct of the

C o r p o r a t i o n , i t s a d m i n i s t r a t i o n a n d o rg a n i z a t i o n a n d t h e

administrative control of its officers and servants, shall be the

responsibility of the Chairman of the Board, who shall also have

such other powers as may from time to time be delegated to him by

the Board.

(2) The Board shall consist of such number of directors, being

not less than five, of whom one shall be appointed to be chairman

and another to be deputy chairman, as the Minister may from time

to time appoint.

(3) The chairman and all except three of the other directors

shall be appointed by the Minister from amongst persons, not being

public officers or officers or servants of the Corporation, appearing

to him to have had experience of and shown capacity in matters

relating to industry, trade, finance, science, the professions, or

organizations of employers or of workers; the deputy chairman may

be appointed by the Minister from amongst the officers of the

Corporation or from amongst the persons aforesaid, and the other

two directors shall be appointed by the Minister from amongst

public officers.

(4) The chairman and the other directors shall be appointed for

such term and under such terms and conditions as the Minister may

deem proper; and they shall be eligible for re-appointment.

(5) The Minister may, in respect of any director other than the

chairman, appoint a person having the qualifications required by

this Act to be the alternate director. A person so appointed may

attend any meeting of the Board not attended by a director to whom

he is alternate, or attended by such director acting in place of the

chairman, and at any such meeting the alternate director shall have

all the powers and duties of a director.

(1) No person shall be appointed or shall remain a director

or alternate director who -

(a) is a member of the House;

(b) under the law of any country has been adjudged

bankrupt or made a composition with his creditors or

is legally incapacitated or has been convicted of a

crime affecting public trust or of theft or of fraud or of

knowingly receiving property obtained by theft or

fraud.

(2) Without prejudice to the provisions of subarticle (1), a

director or alternate director may be relieved of his office by the

Minister if he becomes incapable of carrying on his duties or is

guilty of serious misconduct in relation to his duties or fails to

attend the meetings of the Board without reasonable cause for such

period as the Minister may, in the circumstances, consider

MALTA DEVELOPMENT CORPORATION

sufficient for the purposes of this subarticle; and, in respect of a

director or alternate director appointed from among public officers,

a person shall cease to hold that office upon ceasing to be a public

(3) A director or alternate director, other than a person

appointed from among public officers, may resign his office by

notice in writing to the Minister.

Where the chairman is absent from Malta or temporarily

incapacitated from performing the functions of his office, or is on

vacation, and where the post of chairman is temporarily vacant, the

deputy chairman shall act in place of the chairman and shall

exercise the powers and perform the functions of the chairman.

The provisions of the Schedule to this Act shall have effect

with respect to the Board.

(1) Without prejudice to any other provision of this Act, it

shall be the function of the Corporation -

(a) to investigate, formulate and carry out projects for the

establishment,

continuation,

expansion

or

improvement of industrial enterprises conducive to

development of the economy of Malta;

(b) to encourage and promote the participation of private

capital, both domestic and foreign, in the development

of manufacturing, tourist, agricultural, fishing and

other industrial enterprises;

(c) to render assistance and advice in the formulation and

execution of industrial projects by providing technical

assistance on managerial, engineering, accountancy

and other matters requiring technical skill, and to

encourage the development of management and

technical skills;

(d) to hold and administer, and if and when it thinks fit to

realise, the assets it may hold from time to time;

(e) to perform the functions devolving on the Corporation

pursuant to the Encouragement of New Industries Act

and the Aids to Industries Ordinance;

(f) to act by agreement with the Government as agent for

implementing the policy of the Government in respect

of grants and of loans on special terms to industrial

enterprises;

(g) to advise the Minister on any matter relating to the

operation and purposes of this Act which the Minister

may from time to time refer to the Corporation.

(2) In the exercise of its functions under this Act, the

Corporation may -

(a) make all forms of investment, including direct

ownership of industrial enterprises, grant loans and

advances to industries, subscribe, underwrite or deal in

shares and debentures of companies, guarantee loans

MALTA DEVELOPMENT CORPORATION

and advances to industries, and manage and control

industrial enterprises

Provided that in any such transaction as aforesaid the

investment or liability of the Corporation shall be

made or assumed at fair risk;

(b)

acquire, sell or otherwise dispose of or lease land for

the purpose of economic development;

(c)

lay out or lay out and develop industrial estates for

sale or other manner of disposal or lease;

(d)

undertake feasibility studies, including financial and

economic analysis of projects, in its search for new

industries or in the improvement or further

development of existing industrial enterprises;

(e)

generally do all such things as may be incidental or

conducive to the performance of its functions.

(3) The Corporation may, with the approval of the Minister,

exercise its functions under this Act through the agency of other

persons, and may act as agents or otherwise on behalf of other

persons.

(1) The Minister may, in respect of matters that appear to

h i m t o a ff e c t t h e p u b l i c i n t e r e s t , f r o m t i m e t o t i m e a f t e r

consultation with the Corporation give to the Corporation

directions of a general character, not inconsistent with the

provisions of this Act, on the policy to be followed by the

Corporation in carrying out its functions under this Act, and the

Corporation shall, as soon as practicable, give effect to all such

directions.

(2) The Corporation shall, not later than four months after the

end of each financial year, make a full report to the Minister on the

exercise and performance by it of its functions during that year, and

the Minister shall as soon as practicable cause a copy thereof to be

laid on the Table of the House.

(3) The Corporation shall afford to the Minister facilities for

obtaining information with respect to the property and activities of

the Corporation, and furnish him with returns, accounts and other

information with respect thereto, and afford him facilities for the

verification of information furnished in such manner and at such

times as he may reasonably require.

PART III

FINANCIAL PROVISIONS

(1) The initial capital of the Corporation shall be two

million, three hundred and twenty-nine thousand and three hundred

and seventy-three euro and forty cents (2,329,373.40) paid in by

the Government. Further capital not exceeding twenty million, nine

hundred and sixty-four thousand and three hundred and sixty euro

MALTA DEVELOPMENT CORPORATION

and fifty-nine cents (20,964,360.59) shall be raised in such manner

as the Minister responsible for finance may, on the advice of the

Corporation, from time to time determine

Provided that the capital of the Corporation shall be held

entirely by the Government.

(2) The Corporation shall, in return for any moneys and any

property rights or interests from time to time paid or transferred to

the Corporation by the Government by way of subscription to the

capital of the Corporation, issue to the Minister responsible for

finance on behalf of the Government capital stock in the amounts

of any moneys so paid and received and in an amount equal in

nominal value to the amount agreed between the Corporation and

the Government as representing the value of any property rights

and interests so transferred.

(1) The Corporation may, with the approval of the

Minister responsible for finance, from time to time borrow such

sums as it may require for the purpose of meeting any of its

obligations or discharging any of its functions.

(2) Notwithstanding the provisions of subarticle (1), the

Corporation may without further authority exercise its borrowing

powers for the purpose of borrowing temporarily, by way of

overdraft or otherwise, sums not exceeding in the aggregate two

hundred and thirty-two thousand and nine hundred and thirty-seven

euro and thirty-four cents (232,937.34) at any one time

outstanding.

(3) For the purpose of securing any sums borrowed by the

Corporation or any liability assumed by the Corporation in the

exercise of its functions, the Corporation may hypothecate or

charge its undertaking or property, or any part thereof, and may

issue debentures, debenture stock, bonds or other securities,

whether outright or as security for any debt, liability or obligation

of the Corporation or of any third party.

(1) The Minister responsible for finance may, with the

approval of the House, guarantee on behalf of the Government, in

such manner, to such extent and on such conditions as he may deem

proper, the repayment of the principal of, and the payment of

interest and other charges on, any authorized borrowings of the

Corporation.

(2) As soon as practicable after any guarantee is given under

this article, the Minister responsible for finance shall cause to be

laid on the Table of the House a statement indicating the amount

and terms thereof.

(3) Any moneys payable by the Government in pursuance of

any of the provisions of this article shall be a charge on the

Consolidated Fund.

(1) The Corporation shall establish a reserve fund.

(2) The Corporation shall at the end of each financial year until

the reserve fund amounts to two million, three hundred and twenty-

MALTA DEVELOPMENT CORPORATION

nine thousand and three hundred and seventy-three euro and forty

cents (2,329,373.40), carry to the reserve fund, out of its profits for

that year and before declaring any dividend, such sum being not

less than twenty-five per cent of such profits as the Minister

responsible for finance shall after consultation with the

Corporation determine, and shall pay any remaining profits by way

of dividend on the stock for the time being issued.

(3) The reserve fund shall be managed by the Corporation in

such manner as it may determine; but no part of such fund shall be

applied otherwise than for the purposes of the Corporation.

It shall be the duty of the Corporation so to conserve its

assets and exercise and perform its functions under this Act as to

ensure that the total revenues of the Corporation are sufficient to

m e e t a l l s u m s p r o p e r l y c h a rg e a b l e t o i t s r e v e n u e a c c o u n t ,

including, without prejudice to the generality of that expression,

depreciation and the servicing of loan indebtedness.

(1) The Corporation shall in each financial year cause to

be prepared and shall adopt estimates of income and expenditure of

the Corporation for the following financial year.

(2) The Corporation shall cause to be kept proper accounts and

other records in respect of its operations and transactions, and shall

cause to be prepared a statement of accounts in respect of each

financial year.

(3) The accounts of the Corporation shall be audited by an

auditor or auditors approved by the Minister and appointed by the

Corporation from year to year.

(4) The Corporation shall, not later than four months after the

end of each financial year, cause a copy of a statement of its

audited accounts to be sent to the Minister and to the Minister

responsible for finance together with a copy of the report of the

auditor or auditors with respect to such statement and the Minister

shall without delay cause such statement and report to be published

in the Gazette.

The Corporation shall be exempt from any liability for the

payment of income tax and duty on documents under any law for

the time being in force.

PART IV

OFFICERS AND SERVANTS OF THE CORPORATION

(1) The Corporation shall employ at such remuneration

and upon such terms and conditions as the Board may, with the

approval of the Minister, determine, a secretary and such other

officers and servants as may from time to time be necessary for the

due and efficient exercise of its functions.

(2) The secretary and the other officers and servants of the

Corporation shall not have any direct or indirect interest in any

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contract made or proposed to be made by the Corporation or in any

enterprise which has or proposes to have any business relations

with the Corporation or any relations involving any form of

assistance from the Corporation or any recommendation or advice

by the Corporation relating to any assistance, exemption or grant of

a right.

(1) The Corporation may, with the approval of the

Minister responsible for finance, establish a scheme or schemes for

the payment to its officers or servants, or their dependants, on their

retirement, death or injury, of pensions, gratuities or other like

benefits.

(2) Provision for such pensions, gratuities or other like benefits

may be made either by contributory or by non-contributory

arrangements or partly by one and partly by the other.

PART V

MISCELLANEOUS

The Corporation shall not be wound up except by or under

the authority of an Act of Parliament.