Regulations, 2003

L.N. 269 of 2003

COMPANIES ACT (CAP. 386)

Companies Act (Applicability to Offshore Companies)

Regulations, 2003

IN exercise of the powers conferred by subarticle (1) of article

425 of the Companies Act, the Minister of Finance and Economic Affairs

has made the following regulations: -

The title of these regulations is the Companies Act Title

commencement.

(Applicability to Offshore Companies) Regulations, 2003 and they shall

come into force on the 1 st January, 2004.

Interpretation.

In these regulations, unless the context otherwise requires -

“the Act” means the Companies Act;

“Malta Financial Services Centre Act” means the Malta

Financial Services Centre Act as retained in force by article 107(4)

of the Special Funds (Regulation) Act, 2002 (transitory provision

in Part V of the last mentioned Act amending the Malta Financial

Services Centre Act, Cap. 330);

“offshore companies” means companies formed and

registered under the Commercial Partnerships Ordinance and the

Malta Financial Services Centre Act.

(1) These regulations shall apply to companies, which on Applicability.

the date of the coming into force of these regulations, have not yet

ceased to be offshore companies.

(2) The Act shall commence to apply to offshore companies

on the date of the coming into force of these regulations, without

prejudice to the provisions of the Malta Financial Services Centre Act

and notwithstanding anything contained in the memorandum and articles

of association of such companies, but subject to regulations 4 and 5 of

these regulations.

The following provisions of the Act shall not apply to offshore Exemptions from

applicability of the

companies

Act.

paragraph (h) of subarticle (1) of article 69;

article 73 and 74;

articles 83 to 84B;

articles 86 to 102;

article 104;

article 121;

article 127;

article 138;

paragraph (b) of subarticle (1) of article 144;

article 211;

articles 214 to 300;

articles 301 to 324;

articles 326 to 383;

article 402;

articles 428 and 429.

The Commercial Partnerships Ordinance shall, subject to the

provisions of the Malta Financial Services Centre Act, and as saved by

virtue of article 431 of the Act, continue to regulate any matter relating

to offshore companies:-

(i) which is not specifically regulated by the Act as made

applicable by these regulations; or

(ii) where the application of the Act is specifically excluded

by specific legal provision; or

(iii) to the extent that the provision of the said Ordinance

regulating such matter is not inconsistent with the provisions of

the Act as made applicable by these regulations.

(1) Subject to the provisions of these regulations, all

companies which have not ceased to be offshore companies on the date

of the coming into force of these regulations, shall be deemed to have

been formed and registered under the Act and shall be deemed to be in

compliance with article 69 of the Act, and shall retain the same legal

personality and maintain all existing rights and obligations.

(2) The provisions of Chapters IX, X and XI of Part V of

the Act shall, in regard to offshore companies, apply to accounting

periods commencing after the 1 st January 2004.

Mitbug[ fl-Istamperija tal-Gvern — Printed at the Government Printing Press