Companies Act (Register of Beneficial Owners)

Suppliment tal-Gazzetta tal-Gvern ta’ Malta Nru. 21,685, 10 ta’ Lulju, 2026 B 2093

L.N. 184 of 2026

COMPANIES ACT

(CAP. 386)

Companies Act (Register of Beneficial Owners)

(Amendment) Regulations, 2026

IN EXERCISE of the powers conferred by article 425(6) of the

Companies Act, the Minister responsible for the registration of

commercial partnerships, has made the following regulations:-

(1) The title of these regulations is the Companies Act Citation and

(Register of Beneficial Owners) (Amendment) Regulations, 2026 and scope.

these regulations shall be read and construed as one with the

Companies Act (Register of Beneficial Owners) Regulations, S.L. 386.19.

hereinafter referred to as the "principal regulations".

(2) The scope of these regulations is to transpose Articles 11,

12, 13 and 15 of Directive (EU) 2024/1640 of the European Parliament

and of the Council of 31 May 2024 on the mechanisms to be put in

place by Member States for the prevention of the use of the financial

system for the purposes of money laundering or terrorist financing,

amending Directive (EU) 2019/1937, and amending and repealing

Directive (EU) 2015/849, which amends the relevant provisions on

beneficial ownership information of Directive (EU) 2015/849 of the

European Parliament and of the Council of 20 May 2015 on the

prevention of the use of the financial system for the purposes of money

laundering or terrorist financing, amending Regulation (EU) No 648/

2012 of the European Parliament and of the Council, and repealing

Directive 2005/60/EC of the European Parliament and of the Council

and Commission Directive 2006/70/EC, as applicable to commercial

partnerships formed and registered under the Act, and as may be

further amended from time to time.

Regulation 2 of the principal regulations shall be amended Amends

regulation 2 of

as follows

the principal

regulations.

(a)

sub-regulation (1) thereof shall be amended as

follows

(i) immediately after the definition "Act" there

shall be added the following new definition

" "AML/CFT" means anti-money laundering and

countering of the financing of terrorism;";

(ii) immediately after the definition "beneficial

owner" there shall be added the following new definitions

" "customer" shall have the meaning assigned to it

in the Prevention of Money Laundering and Funding of

Terrorism Regulations;

"Directive" means Directive (EU) 2024/1640 of

the European Parliament and of the Council of 31 May

2024 on the mechanisms to be put in place by Member

States for the prevention of the use of the financial

system for the purposes of money laundering or

terrorist financing, amending Directive (EU) 2019/

1937, and amending and repealing Directive (EU)

2015/849;

"obliged entity" shall have the meaning assigned

to it in Article 3 of the Regulation (EU) 2024/1624 of

the European Parliament and of the Council of 31 May

2024 on the prevention of the use of the financial

system for the purposes of money laundering or

terrorist financing and shall also include those persons

that fall within the meaning assigned to "subject

person" in accordance with the Prevention of Money

Laundering and Funding of Terrorism Regulations, and

any regulations issued in accordance with the

Prevention of Money Laundering Act;

"Regulation" means Regulation (EU) 2024/1624

of the European Parliament and of the Council of 31

May 2024 on the prevention of the use of the financial

system for the purposes of money laundering or

terrorist financing.";

(b) sub-regulation (2) thereof shall be substituted by the

following new sub-regulation

"(2) Unless expressly provided for in the Act, words

and expressions that are not defined in these regulations

shall have the meaning assigned to them in the

Regulation.";

(c) sub-regulation (3) thereof shall be substituted by the

following new sub-regulation

"(3) These regulations shall not apply to a company

which is listed, or is indirectly fully owned by a company

which is listed, on a regulated market that is subject to

disclosure requirements consistent with the law of the

European Union or subject to equivalent international

standards which ensure adequate transparency of

ownership information.".

Regulation 3 of the principal regulations shall be amended Amends

regulation 3 of

as follows

the principal

regulations.

(a) sub-regulation (1) thereof shall be substituted by the

following new sub-regulation

"(1) With effect from the date of the coming into force of

these regulations, and save as otherwise provided therein, there

shall be delivered to the Registrar, in accordance with article 76

of the Act where a company is to be constituted under the Act

and together with the memorandum and articles, if any, a

declaration in the form established in the First Schedule, signed

by one of the proposed directors of the company, containing the

information referred to in sub-regulation (2) on all the beneficial

owners of the company

Provided that the requirement established in this sub-

regulation shall continue to apply to any company where any

natural person holds the position of senior managing official.";

(b) sub-regulation (2) thereof shall be substituted by the

following new sub-regulation

"(2) The information on the beneficial owners of

the company to be provided to the Registrar in accordance

with sub-regulation (1) shall, in respect of each beneficial

owner, consist of the name, date of birth, place of birth,

nationality or nationalities, country of residence,

residential address, an official identification document

number indicating the type of document and country of

issue, the name of any persons holding shares as nominee,

including a reference of such nominee status, and the nature

and extent of the beneficial interest held. A certified true

copy of the official identification document for every

beneficial owner shall also be submitted to the Registrar.".

Regulation 5 of the principal regulations shall be amended Amends

regulation 5 of

as follows

the principal

regulations.

(a) sub-regulation (1) thereof shall be substituted by the

following new sub-regulation

"(1) Every company shall obtain and at all times

hold adequate, accurate and up to date information in

respect of its beneficial owners, which shall at least include

the following particulars

(a) the name, date of birth, place of birth,

nationality or nationalities, residential address, and

an official identification document number

indicating the type of document and country of

issue for each beneficial owner;

(b) the names of any persons holding shares

as nominees, including reference to their status as

nominee shareholders;

(c) the nature and extent of the beneficial

interest held by each beneficial owner and any

changes thereto; and

(d) the effective date on which a natural

person became, or ceased to be, a beneficial owner

of the company or has increased or reduced his

beneficial interest in the company.";

(b) in sub-regulation (2) thereof, immediately after the

words "without delay." there shall be added the following words

"The company shall take reasonable and appropriate

steps to verify whether any natural person, other than any

natural person who is disclosed in the company’s register of

members or is already identified by the company as a

beneficial owner, exercises control over the company

through any means. Any natural person who is so identified

as exercising control over the company shall be treated by

the company as being a beneficial owner for the purposes

of these regulations, and the company shall deliver to the

Registrar in respect of any such natural person the

declaration referred to in regulation 6(1) or the notice

referred to in regulation 6A(3), as the case may be.";

(c) in

sub-regulation

(3) thereof

the

words

"Memorandum or Articles of Association of the company." shall

be substituted by the words "Memorandum or Articles of

Association of the company:"; and immediately thereafter there

shall be added the following new provisos

"Provided that where and for as long as

(a) all the registered shareholders of a

company are natural persons;

(b) none of the said natural persons are acting

as trustees or in any other fiduciary capacity;

(c) no natural person, other than any natural

person who is disclosed in the company’s register

of members, ultimately owns or controls, whether

through ownership or control, more than twenty-

five percent (25%) of the voting rights or other

ownership interests in the company, or otherwise

exercises control over the company through other

means; and

(d) no natural person holds the position of a

senior managing official,

then the company’s register of members shall be deemed to

constitute the company’s beneficial owners register as

required pursuant to the provisions of these regulations

Provided further that every company formed and

registered with effect from 10th July 2026 shall be required

to assess whether the first proviso is applicable within six

(6) months from the coming into force thereof.".

(d) immediately after sub-regulation (5) thereof there

shall be added the following new sub-regulation

(6) If the first proviso to sub-regulation (3) does not

apply to a company which was formed and registered prior to

the coming into force of the said proviso, such company

shall take all necessary steps to ensure conformity with these

regulations and shall deliver to the Registrar for registration,

the prescribed form established in the First Schedule and

shall thereafter, as the case may be, deliver to the Registrar

any notice or declaration in respect of such company

referred to in regulations 6, 6A(3) and 6A(4). If default is

made in complying with the provisions of this sub-

regulation, the company and every officer, shareholder and

beneficial owner of the company who is in default shall be

jointly and severally liable to a penalty and, for every day

during which the default subsists, to a further penalty in

accordance with the Second Schedule.".

Regulation 6 of the principal regulations shall be amended Amends

regulation 6 of

as follows

the principal

regulations.

(a) in sub-regulation (1) thereof immediately after the

words "Where there is a change in the beneficial ownership of a

company" there shall be added the words "to which the first

proviso to regulation 5(3) does not apply,";

(b) in sub-regulation (2) thereof the words "Where a

notice of transfer" shall be substituted by the words "In the case

of a company to which the first proviso to regulation 5(3) does

not apply, where a notice of transfer".

Regulation 6A of the principal regulations shall be

amended as follows

(a) in sub-regulation (1) thereof the words "no change in

details took place." shall be substituted by the words "no change

in details took place:" and immediately thereafter there shall be

added the following new proviso

"

Provided that where, and for as long as, the

proviso to regulation 5(3) applies to the company, the

provisions of sub-regulations (1) and (2) shall not apply to

such company.";

(b) sub-regulation (4) thereof shall be substituted by the

following new sub-regulation

"(4) The company may, at any time, deliver to the

Registrar for registration a return, in the form established in

the First Schedule, indicating the said changes in details on

beneficial owners or senior managing officials.".

Regulation 7 of the principal regulations shall be

substituted by the following new regulation

"7. (1) The information on the beneficial

owners of a company held by the Registrar in the

register of beneficial owners shall, in accordance with

data protection requirements, be accessible

(a) in an immediate, unfiltered, direct, and

free manner, without any restriction, and without

alerting the company concerned to

(i) the competent authorities and

any other national authority, agency or body

with

designated

responsibilities

for

combating money laundering and terrorist

financing;

(ii) the self-regulatory bodies in the

performance of supervisory functions

pursuant to Article 37 of the Directive;

(iii) the tax authorities;

(iv) the

national

competent

authorities with designated responsibilities

for the implementation of restrictive

measures identified under the relevant

Council Regulations adopted on the basis of

Article 215 of the Treaty of the Functioning

of the European Union (TFEU);

(v) the

European

Anti-Money

Laundering Authority (AMLA) for the

purposes of joint analyses pursuant to

Article 32 of the Directive and Article 40 of

the Regulation;

(vi) the

European

Public

Prosecutor’s Office (EPPO);

(vii) the European Anti-Fraud Office

(OLAF);

(viiii) the European Union Agency for

Law Enforcement Cooperation (Europol)

and the European Union Agency for

Criminal Justice Cooperation (Eurojust)

when providing operational support to the

competent authorities of Member States; and

(b) in a timely manner to obliged entities,

for the purpose of carrying out customer due

diligence in accordance with Chapter III of the

Regulation

Provided that obliged entities shall

access such information as held on the register of

beneficial owners upon the payment of a fee,

which fee shall be exclusively linked to the

administrative costs for the quality of the

information and of making the information

available

Provided further that for this purpose,

the Registrar may publish guidelines specifying the

documentation required to support a request for

information held in the register of beneficial

owners, as well as the procedure for making such

requests and any other applicable conditions;

(c) any natural or legal person who is

specifically referred to hereunder as having a

legitimate interest, or who is otherwise able to

prove to the full satisfaction of the Registrar that

he has a legitimate interest, in the prevention and

combating of money laundering, its predicate

offences, or the financing of terrorism, shall be

granted access by the Registrar to information on

the beneficial ownership of the company, without

alerting the company concerned

Provided that persons demonstrating a

legitimate interest shall be granted access to the

name, month and year of birth, country of

residence and nationality or nationalities of the

beneficial owner, and to the nature and extent of

the beneficial interest held. Such information on

the beneficial owner shall be subject to the

payment of a fee, which fee shall be exclusively

linked to the administrative costs of ensuring the

quality of the information and of making the

information available

Provided further that persons referred

to in this paragraph shall together with a written

request, submit to the Registrar

(i) identification details and any

other information supported by documents,

certified as authentic, identifying the person

requesting information, from the register of

beneficial owners;

(ii) a declaration of the legal basis of

their request to confirm that the purpose of

the enquiry relates to matters which shall

contribute to the prevention, detection and

combating of money laundering or the

associated predicate offences or the

financing of terrorism;

(iii) any other document which the

Registrar may deem necessary

Provided further that for the purpose

of this paragraph, the following natural or legal

persons shall be deemed to have a legitimate

interest to access beneficial ownership

information

(i) persons acting for the purpose of

journalism, reporting or any other form of

expression in the media, where such activity

is connected with the prevention or

combating of money laundering, its

predicate offences or terrorist financing;

(ii) civil

society

organisations,

including non-governmental organisations

and academia, where such activity is

connected with the prevention or combating

of money laundering, its predicate offences

or terrorist financing;

(iii) persons likely to enter into a

transaction with a legal person and who

intend to prevent any link between such a

transaction and money laundering, its

predicate offences or the financing of

terrorism;

(iv) any person subject to AML/CFT

requirements in third country counterparts,

provided that it may be demonstrated that

the need to access the beneficial ownership

information referred to in this sub-regulation

relates to a legal person for which it is

required to perform customer due diligence

in respect of a customer or prospective

customer

pursuant

to

AML/CFT

requirements in those third countries;

(v) third country counterparts of

Union AML/CFT competent authorities,

provided that the need to access information

on the beneficial ownership may be

demonstrated in relation to the company for

the purpose of fulfilling the obligations

under the AML/CFT frameworks of the

third country counterparts in the context of a

specific case and provided further that such

requests shall be made through the relevant

counterparts in Malta;

(vi) Member

State

authorities

responsible for the registration of

commercial partnerships and, or responsible

for implementing national company law, as

well as Member State authorities

responsible for scrutinising the legality of

conversions, mergers and divisions of

limited liability companies;

(vii) programme authorities pursuant

to Article 71 of Regulation (EU) 2021/1060

of the European Parliament and of the

Council of 24 June 2021 laying down

common provisions on the European

Regional Development Fund, the European

Social Fund Plus, the Cohesion Fund, the

Just Transition Fund and the European

Maritime, Fisheries and Aquaculture Fund

and financial rules for those and for the

Asylum, Migration and Integration Fund,

the Internal Security Fund and the

Instrument for Financial Support for Border

Management and Visa Policy, in respect of

beneficiaries of funds under national

eligibility rules or other specific regulations

as applicable;

(viii) public authorities implementing

the Recovery and Resilience Facility as

established under Regulation (EU) 2021/241

of the European Parliament and of the

Council of 12 February 2021 establishing

the Recovery and Resilience Facility in

respect of beneficiaries under the said

Facility;

(ix) the Office of the Director of

Contracts established in accordance with the

Public Procurement Regulations in Malta

and Member States’ public authorities, in

respect of the tenderers and operators being

awarded the contract under the public

procurement procedure;

(x) providers

of

AML/CFT

products, to the strict extent that products

developed on the basis of the information

referred to in this sub-regulation or

containing such information are provided

only to customers that are obliged entities or

competent authorities where, and for as long

as, those providers require the information

in relation to a contract with an obliged

entity or competent authority

Provided further that for this

purpose, in relation to the register of

beneficial owners the Registrar may publish

guidelines specifying the documentation

required to support such request for

information held in the register of beneficial

owners as well as the procedure for making

such requests and other applicable

conditions

Provided further that the

Registrar may, in the process of verifying

the existence of the legitimate interest

referred to in paragraph (c), consult with

other bodies before granting access to

information on the beneficial ownership of a

company.

(2) Where the information on the beneficial

ownership of a company is sought by persons referred

to in the sub-paragraphs (i), (ii) or (v) to the third proviso

of paragraph (c) of sub-regulation (1), access shall also

include the historical information on the beneficial

ownership of the company and a description of the

control or ownership structure, including of those

companies that have been dissolved or ceased to exist

in the preceding five (5) years.

(3) Obliged entities shall not rely exclusively on

the register of beneficial owners to fulfil their customer

due diligence obligations.

(4) Notwithstanding the provisions of any other

law, including the Professional Secrecy Act and Data

Protection Act and any applicable regulations made

thereunder, the Registrar shall be permitted in

pursuance of his functions in accordance with the

applicable law, to provide the information about the

beneficial owners to the competent authorities and to do

so in a timely manner and free of charge

Provided that the Registrar shall also share

information with other bodies outside Malta, that are in

charge of the register of beneficial owners, with which

Malta has an arrangement, for the purposes of the

prevention and combating of money laundering, its

predicate offences, or the financing of terrorism.".

Immediately after regulation 7 of the principal regulations,

as substituted, there shall be added the following new regulations

7A. (1)

The Registrar shall ensure that he

keeps records of the persons accessing the information

pursuant to regulation 7(1)(c) and is able to disclose

them to the beneficial owners when they file a request

pursuant to Article 15(1), point (c), of Regulation (EU)

2016/679 of the European Parliament and of the

Council of 27 April 2016 on the protection of natural

persons with regard to the processing of personal data

and on the free movement of such data, and repealing

Directive 95/46/EC (General Data Protection

Regulation)

Provided that no information shall be

disclosed to the beneficial owner of a company which

may lead to the identification by such beneficial owner

of any persons consulting the register pursuant to

regulation 7 and where such persons are

(a) acting for the purpose of journalism,

reporting or any other form of expression in the

media, whose activity is connected with the

prevention or combating of money laundering, its

predicate offences or terrorist financing; or

(b) civil society organisations, whose

activity is connected with the prevention or

combating of money laundering, its predicate

offences or terrorist financing

Provided further that in the instances under

paragraphs (a) and (b), only the occupation or function

of the persons consulting the register shall be disclosed.

(2) The Registrar shall refrain from disclosing

the identity of any third country counterpart of Union

AML/CFT competent authorities referred to in Article

2(1), point 44(a) and (c) of the Regulation, accessing

the register in accordance with regulation 7(1)(c). Such

restriction shall apply for as long as is necessary to

protect the analyses or investigations of that authority.

The period requested to refrain from disclosure shall be

indicated by the said authorities to the Registrar, which

in any case shall not exceed five (5) years, accompanied

by the reasons for restriction and explanations as to

how the provision of the information would jeopardise

the purpose of their analyses and investigations. Where

the Registrar does not disclose the identity of the

authority having consulted the beneficial ownership

information in accordance with this sub-regulation, any

extension of that period of restriction shall be granted

only on the basis of a justified request by the relevant

authority of the third country, for a maximum period of

one (1) year, after which a further justified request for

extension shall be submitted by that authority.

7B. (1)

Any natural or legal person seeking

access to the register of beneficial owners pursuant to

regulation 7(1)(c) shall submit a written request to the

Registrar.

(2) A legitimate interest to have access to

information on the beneficial owners of a particular

company in accordance with regulation 7(1)(c) shall be

satisfactorily demonstrated if the natural or legal person

requesting such access may satisfactorily demonstrate

that the interest relates specifically and contributes to

the prevention and combating of money laundering, its

predicate offences and terrorist financing and shall be

justified on the basis of previous activities and a proven

track record of actions in that field by means of relevant

documentary evidence. In addition, the written request

shall clearly include the function or occupation of the

applicant and, with the exceptions of persons referred to

in sub-paragraphs (i) and (ii) to the third proviso of

paragraph (c) of sub-regulation (1), the connection with

the specific company whose information is being

sought.

(3) Where access to information is requested by

a natural or legal person with deemed legitimate

interest in accordance with regulation 7(1)(c) and

whose legitimate interest has already been verified by

the central register of another Member State, the

respective natural or legal person shall provide proof of

the legitimate interest issued by the central register of

such Member State

Provided that in such cases the Registrar

shall allow repeated access to the person with a

legitimate interest without the need to assess their

function or occupation whenever accessing the

information

Provided further that the existence of

legitimate interest to access beneficial ownership

information shall be determined by taking into

consideration the connection with the specific company

whose information is being sought, with the exception

of applicants in accordance with sub-paragraphs (i) and

(ii) to the third proviso of paragraph (c) of sub-regulation

(1).

(4) The Registrar shall verify the identity of the

applicants whenever they access the register, including

through the use of electronic identification means and

relevant qualified trust services as established in

Regulation (EU) No 910/2014 of the European

Parliament and of the Council of 23 July 2014 on

electronic identification and trust services for electronic

transactions in the internal market and repealing

Directive 1999/93/EC and shall be authorised and

entitled to ask for additional information or

documentation that the Registrar may consider

necessary for such verification purposes.

(5) The Registrar shall ensure that he conducts

the verification referred to in sub-regulation (2) and

provides a response to the applicant within twelve (12)

working days. In the case of a sudden high number of

requests for accessing beneficial ownership information

pursuant to this sub-regulation, the deadline for

providing a response to the applicant may be extended

by twelve (12) working days. If, after the extension has

lapsed, the number of incoming requests continues to

be high, that deadline may be extended by an additional

twelve (12) working days. The Registrar shall inform

the European Commission of any extension as referred

to in this sub-regulation in a timely manner.

(6) Where the Registrar decides to grant access

to beneficial ownership information, he shall issue a

certificate granting access for three (3) years. The

Registrar shall respond to any subsequent request to

access beneficial ownership information by the same

person within seven (7) working days and a renewed

certificate shall be issued.

7C. (1)

The Registrar shall only refuse a

Grounds for refusal

request to access beneficial ownership information on

one (1) of the following grounds

(a) the applicant has not provided the

necessary information or documents;

(b) a legitimate interest to access

beneficial ownership information has not been

demonstrated;

(c) where on the basis of information in

its possession, the Registrar has a reasonable

concern that the information shall not be used for

the purposes for which it was requested or that the

information shall be used for purposes that are not

connected to the prevention of money laundering,

its predicate offences or terrorist financing;

(d) where one or more of the situations

referred to in regulation 7F applies;

(e) in the cases referred to in regulation

7B(3), the legitimate interest to access beneficial

ownership information granted by the central

register of another Member State does not extend

to the purposes for which the information is

sought;

(f) where the applicant is in a third

country and responding to the request to access

information would not comply with the

provisions of Chapter V of Regulation (EU) 2016/

679 of the European Parliament and of the

Council of 27 April 2016 on the protection of

natural persons with regard to the processing of

personal data and on the free movement of such

data, and repealing Directive 95/46/EC (General

Data Protection Regulation).

(2) The Registrar may request additional

information or documents from the applicant prior to

refusing a request for access on the grounds listed in

paragraphs (a), (b), (c) and (e) of sub-regulation (1).

Where the Registrar requests additional information,

the deadline for providing a response shall be extended

by seven (7) working days.

7D. (1)

Where the Registrar refuses to

following refusal or

provide access to information pursuant to regulation

access to beneficial

7C(1), he shall inform the applicant of the reasons for

refusal and of the right of redress. The Registrar shall

document the steps taken to assess the request and to

obtain additional information pursuant to regulation

7C(2).

(2) The Registrar shall revoke access where any

of the grounds listed in regulation 7C(1) arise or

become known to the Registrar after such access has

been granted including, where relevant, on the basis of

revocation by a central register in another Member

State.

(3) Any natural or legal person that feels

aggrieved by the decision of the Registrar shall have the

right to appeal to the Administrative Review Tribunal

within twenty (20) days from service of the said

decision in accordance with the Administrative Justice

Act.

(4) Any party aggrieved by a decision of the

Administrative Review Tribunal may appeal such

decision within twenty (20) days from the date of the

decision to the Court of Appeal (Inferior Jurisdiction)

in accordance with the Administrative Justice Act.

(5) Such sworn application for judicial review

and any appeal shall be filed in the registry of the court.

7E. (1)

The natural or legal person who has

been granted access to information about the beneficial

access to beneficial

owners of a company in accordance with regulation 7

shall confirm on an annual basis to the Registrar that he

still has a legitimate interest and shall update his

profile, where necessary. The Registrar shall be able to

repeat the verification process and where he has

reasonable grounds to believe that the legitimate

interest no longer exists, the Registrar shall revoke the

certificate.

(2) The natural or legal person who has been

granted access to information about the beneficial

owners of a company in accordance with regulation 7

shall notify the Registrar within three (3) working days

of any changes that may trigger the cessation of a valid

legitimate interest, including changes concerning their

function or occupation. If the Registrar becomes aware

that such person has failed to inform the Registrar, this

shall result in a penalty of five thousand euro (€5,000)

and the person concerned shall not be granted access to

information on the beneficial owners of a company for a

minimum period of three (3) years.

7F. (1) Access to information on a beneficial

access of beneficial

owner of a company in accordance with regulation

7(1)(b) and (c) shall not be granted where, in

exceptional circumstances to be determined on a case

by case basis, this is justified by means of a detailed

evaluation of the exceptional nature of the

circumstance, as well as confirmation that those

disproportionate risks exist and such access would

expose the beneficial owner to disproportionate risk of

fraud, kidnapping, blackmail, extortion, harassment,

violence or intimidation, or where the beneficial owner

is a minor or otherwise legally incapable.

(2) Any natural or legal person or beneficial

owner who feels aggrieved by the decision of the

Registrar may file an appeal before the Administrative

Review Tribunal within twenty (20) days from service

of such decision in accordance with the Administrative

Justice Act.

(3) Any party aggrieved by a decision of the

Administrative Review Tribunal may appeal before the

Court of Appeal (Inferior Jurisdiction) within twenty

(20) days from the date of such decision in accordance

with the Administrative Justice Act.

(4) The Registrar shall publish annual statistical

data on the number of exemptions granted and the

reasons given and report the data to the European

Commission.

(5) Exemptions granted pursuant to this

regulation shall not apply to the following obliged

entities that are public officials

(a) notaries,

(b) lawyers, and

(c) other independent legal professionals,

where they participate, whether by acting on

behalf of and for their client in any financial or real

estate transaction, or by assisting in the planning or

carrying out of transactions for their client concerning

(i) buying and selling of real property or

business entities;

(ii) managing of client money, securities

or other assets, including crypto-assets;

(iii) opening or management of bank,

savings, securities or crypto-assets accounts;

(iv) the organisation of contributions

necessary for the creation, operation or

management of companies; or

(v) the creation, setting up, operation or

management of trusts, companies, foundations, or

similar structures.".

Immediately after regulation 17 of the principal regulations

there shall be added the following new regulation

The Registrar shall, in furtherance of these

regulations, follow and bring into effect the Implementing

Acts issued by the European Commission in terms of the

Directive and, or Regulation, as applicable from time to

time.".

10. The First Schedule to the principal regulations shall be

substituted by the following new Schedule

"Companies Act (Register of Beneficial Owners) Regulations

Declaration on Beneficial Owners in accordance with regulation 3

FORM BO1

To the Registrar of Companies

I, the undersigned, being a proposed director of

………………………....., a company to be constituted/continued* in

Malta hereby declare that: (complete Section A or Section B as

applicable)

Section A: The beneficial owner/s of the proposed company is/

are the following

Particulars of Beneficial

Extent of Beneficial

Nature of Beneficial

Owner (a)

Ownership (b)

Ownership (c)

Name

Date of Birth

Place of Birth

Nationality/Nationalities

Country of Residence

Residential Address

Official Identification

number

Document type

Country of Issue of the

Identification document

Section B

After having exhausted all possible means no natural person who

ultimately owns or controls, whether through direct or indirect

ownership or control including, where applicable, through bearer share

holdings, more than 25% of the shares or voting rights in the company,

or otherwise exercises control over the company through other means

has been identified, and the natural person/s holding the position of

senior managing official/s is/are the following (d)

Particulars of Senior

Designation / Capacity

managing official (a)

Name

Date of Birth

Place of Birth

Nationality/Nationalities

Country of Residence

Residential Address

Official Identification

Country of Issue of the

Identification document

……………………………

Proposed Director

(Name and Surname)

Dated this ............................ day of ................................ of the

year ............................

This form must be completed in typed form.

(a) Replicate table as necessary.

(b) To be stated as a percentage of total ownership and/or control.

(c) Describe the beneficial ownership indicating whether it is direct or indirect

ownership of 25% plus one or more of the shares or more than 25% of the

voting rights or other ownership interests, including through bearer shares or

through control by other means such as a power to appoint or remove the

majority of directors, shareholders’ agreements and agreements between

shareholders and the company.

(d) Kindly attach a letter explaining the reasons for identifying the senior man-

aging officials of the company as beneficial owners.

* Delete as necessary

Companies Act (Register of Beneficial Owners) Regulations

Notice on Beneficial Owners in accordance with regulation 6

FORM BO2

Company Registration No.:………….

To the Registrar of Companies

The

company………………………………………………

having registration number ……………… hereby gives notice that

(choose Section A or Section B as applicable)

Section A

The company has submitted a notice of transfer, transmission or

allotment of shares, or other document relating to changes in the share

capital or voting rights and confirms that

i.

The aforesaid change has resulted in a change in the

beneficial ownership, as indicated in Section C or Section D below;

(tick if applicable)

OR

ii.

The aforesaid change has resulted only in a change to

extent and/or nature of the beneficial ownership, as indicated in

Section C below (kindly indicate the full name and surname only of the

respective beneficial owner/s in the first column, followed by a

description of the change as applicable)

(tick if applicable)

OR

iii. The aforesaid change has not affected the beneficial

ownership of the company.

(tick if applicable)

Section B

A change in the beneficial ownership of the company has

occurred without a change in the registered shareholders, as

indicated in Section C or Section D below (in case that the aforesaid

change consists only of a change to the extent and/or nature of the

beneficial ownership, kindly indicate the full name and surname only

of the respective beneficial owner/s in the first column, followed by a

description of the change as applicable).

(tick as applicable)

Section C

The beneficial owners of the company are as follows

Extent of Beneficial

Nature of Beneficial

Particulars of Beneficial

Ownership and

Ownership and

Owner (a)

description of change

description of change,

(b)

if any (c)

Name

Date of Birth

Place of Birth

Nationality/Nationalities

Country of Residence

Residential Address

Official Identification

number

Document type

Country of Issue of the

Identification document

Section D

After having exhausted all possible means no natural person who

ultimately owns or controls, whether through direct or indirect

ownership or control including, where applicable, through bearer share

holdings, more than 25% of the shares or voting rights in the company,

or otherwise exercises control over the company through other means

has been identified, and the natural person/s holding the position of

senior managing official/s is/are the following (d)

Particulars of Senior

Designation / Capacity

Managing official (a)

(Detailed description)

Date of Birth

Place of Birth

Nationality/Nationalities

Country of Residence

Residential Address

Official Identification number

Document type

Country of Issue of the

Identification document

Date of change in beneficial ownership (if applicable): ……

……………………………

Director/Secretary

(Name and Surname)

Dated this ......... day of ............... of the year ....................

This form must be completed in typed form.

(a) Replicate table as necessary

(b) To be stated as a percentage of total ownership or control

(c) Describe the beneficial ownership indicating whether it is direct or indirect

ownership of 25% plus one or more of the shares or more than 25% of the

voting rights or other ownership interests, including through bearer shares or

through control by other means such as a power to appoint or remove the

majority of the board of directors, shareholders’ agreements and agreements

between shareholders and the company

(d) Kindly attach a letter explaining the reasons for identifying the senior man-

aging officials of the company as beneficial owners.

Companies Act (Register of Beneficial Owners) Regulations

Declaration on Beneficial Owners in accordance with regulation 8

FORM BO3

Company Registration No.:………………….

To the Registrar of Companies

I the undersigned being the director/secretary* of the company

…………………, having registration number …………......... hereby

declare that: (complete Section A or Section B as applicable)

Section A : The beneficial owner/s of the company (complete (i)

or (ii) as applicable)

as at ………………….. , being the date of a change of beneficial

owners occurring after 30th June 2018 and before the date of the first

anniversary of the company’s registration falling due immediately

after 30th June 2018; OR

as at ……………………… being the date of the first anniversary

of the company’s registration falling due immediately after 30th June

is/are the following

Particulars of Beneficial

Extent of Beneficial

Nature of Beneficial

Owner (a)

Ownership (b)

Ownership (c)

Date of Birth

Place of Birth

Nationality/Nationalities

Country of Residence

Residential Address

Official Identification number

Document type

Country of Issue of the

Identification document

Section B

As at …………………………… being the date of the

anniversary of the company’s registration falling due immediately

after 30th June 2018 (tick the applicable declaration)

No natural person ultimately owns or controls, whether through

direct or indirect ownership or control, including, where applicable,

through bearer share holdings, more than 25% of the shares or voting

rights in the company; or otherwise exercises control over the

company through other means.

OR

After having exhausted all possible means, no natural

person who ultimately owns or controls, whether through

direct or indirect ownership or control, including, where applicable,

through bearer share holdings, more than 25% of the shares or voting

rights in the company, or otherwise exercises control over the

company through other means has been identified, and the natural

person/s holding the position of senior managing official/s is/are the

following

Particulars of Senior managing

Designation / Capacity

official (a)

Name

Date of Birth

Place of Birth

Nationality/Nationalities

Country of Residence

Residential Address

Official Identification number

Document type

Country of Issue of the

Identification document

……………………………

Director/Secretary*

(Name and Surname)

Dated this ............................ day of ................................ of the

year ............

This form must be completed in typed form.

(a) Replicate table as necessary.

(b) To be stated as a percentage of total ownership.

(c) Describe the beneficial ownership indicating whether it is direct or indirect

ownership of 25% plus one or more of the shares or more than 25% of the

voting rights or other ownership interests, including through bearer shares or

through control by other means such as a power to appoint or remove the

majority of the board of directors, shareholders’ agreements and agreements

between shareholders and the company.

* Delete as necessary.

Companies Act (Register of Beneficial Owners) Regulations

Declaration on Beneficial Owners in accordance with regulation

6A(1)

ANNUAL CONFIRMATION BO FORM

Company Registration No.:………………

Date up to which this confirmation is made valid: (dd/mm/yyyy),

being the anniversary of the company’s date of registration

To the Registrar of Companies

I, the undersigned, being a director/secretary * of

………………………..............., a company registered in Malta

hereby declare that as at the anniversary of the company: (complete

Section A, Section B or Section C as applicable)

Section A: There are no changes to the beneficial owner/s details

currently registered with the Registrar

or

Section B: The new beneficial owner/s details of the company is/

are the following

Particulars of Beneficial

Date of change (where

Owner (a)

applicable)

Name

Date of Birth

Place of Birth

Nationality/Nationalities

Country of Residence

Residential Address

Official Identification number

Document type

Country of Issue of the

Identification document

Section C: The new Senior Managing official/s details of the

company is/are the following

Particulars of Senior

Date of change (where

Managing Official (a)

applicable)

Name

Date of Birth

Place of Birth

Nationality/Nationalities

Country of Residence

Residential Address

Official Identification number

Document type

Country of Issue of the

Identification document

……………………………

Director/Secretary

(Name and Surname)

Dated this ........... day of ................... of the year ..............

This form must be completed in typed form.

(a) Replicate table as necessary

(*) Delete as necessary.

Companies Act (Register of Beneficial Owners) Regulations

Declaration on Beneficial Owners in accordance with regulation

6A(3)

CHANGE IN SENIOR MANAGING OFFICIALS FORM

Company Registration No.:…………….

To the Registrar of Companies

I, the undersigned, being a director/secretary * of

………………………...., a company registered in Malta hereby

declare that

Following a change in the Senior Managing Official/s of the

company, the Senior Managing Official/s of the company is/are the

following

Designation / Capacity of Senior

Particulars of Senior managing

Managing Official

official (a)

(detailed description)

Name

Date of Birth

Place of Birth

Nationality/Nationalities

Country of Residence

Residential Address

Official Identification number

Document type

Country of Issue of the

Identification document

Date of change: …………………………………………………..

……………………………

Director/Secretary

(Name and Surname)

Dated this ............. day of .............. of the year ...............

This form must be completed in typed form.

(a) Replicate table as necessary

(*) Delete as necessary.

Companies Act (Register of Beneficial Owners) Regulations

Declaration on Beneficial Owners in accordance with regulation

6A(4)

CHANGE IN DETAILS OF BENEFICIAL OWNERS/SENIOR

MANAGING OFFICIALS FORM

Company Registration No.:…………………….

To the Registrar of Companies

I, the undersigned, being a director/secretary (*) of

………………………..............., a company registered in Malta hereby

declare that

the new details of the beneficial owner of the company are as

follows *

Particulars of Beneficial Owner (a)

Name

Date of Birth

Place of Birth

Nationality/Nationalities

Country of Residence

Residential Address

Official Identification Number

Document type

Country of issue of the Identification document

the new details of the senior managing official of the company

are as follows *

Designation / Capacity of

Particulars of Senior managing

Senior Managing Official

official (a)

(detailed description)

Name

Date of Birth

Place of Birth

Nationality/Nationalities

Country of Residence

Residential Address

Official Identification number

Country of Issue of the

Identification document

Date of change in beneficial owner/senior managing official*

details: ………………………………

……………………………

Director/Secretary

(Name and Surname)

Dated this ............... day of .................... of the year .................

This form must be completed in typed form.

(a) Replicate table as necessary

* Delete as necessary.

Companies Act (Register of Beneficial Owners) Regulations ……..

Declaration on Beneficial Owners in terms of regulation 5(6)

FORM BO4

Company Registration No.: ..........................

To the Registrar of Companies

I, the undersigned being the director/secretary* of the company

.............................., having registration number…………hereby

declare that: (complete Section A or Section B as applicable)

Section A: The beneficial owner/s of the company are

Particulars of Beneficial

Extent of Beneficial

Nature of Beneficial

Owner (a)

Owners (b)

Owners (c)

Extent of Beneficial

Ownership (b)

Nature of

Beneficial Ownership (c)

Name

Date of Birth

Place of Birth

Nationality/

Nationalities

Country of Residence

Residential Address

Official Identification

number

Document type

Country of Issue of

identification document

OR

Section B

After having exhausted all possible means no natural person who

ultimately owns or controls, whether through direct or indirect

ownership or control, including, where applicable, through bearer

share holdings, more than 25% of the shares or voting rights in the

company, or otherwise exercises control over the company through

other means has been identified, and the natural person/s holding the

position of senior managing official/s is/are the following (d)

Particulars of Senior

Designation / Capacity

managing official (a)

Name

Date of Birth

Place of Birth

Nationality/Nationalities

Country of Residence

Residential Address

Official Identification

number

Document type

Country of Issue of the

identification document

………………….............……

Director/Secretary

(Name and Surname)

Dated this ............... day of .................... of the year .................

This form must be completed in typed form.

(a) Replicate table as necessary.

(b) To be stated as a percentage of total ownership.

(c) Describe the beneficial ownership indicating whether it is direct or indirect

ownership of twenty-five percent (25%) plus one (1) or more of the shares

or more than twenty-five percent (25%) of the voting rights or other owner-

ship interests, including through bearer shares or through control by other

means such as a power to appoint or remove the majority of the board of

directors, shareholders’ agreements and agreements between share-holders

and the company.

(d) Kindly attach a letter explaining the reasons for identifying the senior man-

aging officials of the company as beneficial owners.

* Delete as necessary".

11. The Second Schedule to the principal regulations shall be Amends the

Second

amended as follows

Schedule to the

principal

regulations.

(a)

immediately after the item

"5(5)

Failure to keep record of beneficial

euro 5000

euro 100"

owners

there shall be added the following new item

"5(6)

Failure to comply with regulation 5

euro

euro 500"

within six ( 6 ) months w i t h

10,000

e f f e c t from 10th July 2026

and

(b)

immediately after the item

"6A(3)

Failure to provide information to the euro 5000

euro 100"

Registrar about a change in senior

managing officials of a company

there shall be added the following new item

"7E(2)

Failure to report to the Registrar for

euro 5000".

the cessation of a legitimate interest

12. Immediately after the last item of the subsidiary legislation

in the Second Schedule of the Administrative Justice Act, there shall Cap. 490.

be added the following new item

" Companies Act (Register of Beneficial Owners) Regulations, S.L.

386.19, Inferior Competence. "

€1.62