The company must appoint a secretary who may be a natural person of any nationality or a company, provided it is duly registered as a company services provider in terms of the Company Services Providers Act. The secretary cannot be the sole manager/director, under any circumstances.
The law does not require the Secretary to be a Maltese resident, but it is advisable, given their duties and responsibilities.
The secretary is responsible for maintaining:
- The minutes of company general meetings
- The minutes of company board meetings
- Registering partners or shareholders
- Registering bonds /debentures;
- Keeping all other records required by the company’s directors
The Secretary must ensure that all meetings are properly called, and that all statements and other company documents are prepared and delivered pursuant to the law. Whenever there is any change regarding company board of directors, lien of its shares, share capital increases or change of registered office, the Company Secretary is responsible for sending all relevant documents to the Companies’ Register to give formal notification of changes.
The Company Secretary is also responsible for sending the Company’s Annual Statement to the MFSA. The Annual Statement has to be sent on the anniversary of the date of company incorporation or within a maximum of 42 days after that date, after which interests on arrears will apply for any subsequent delay.