Closing Your Company in Malta: A Guide to Doing It Right

Closing a company in Malta involves more than just walking away. Every year, Malta sees over 3,000 new companies incorporated—a testament to its welcoming business environment. Quick setup times, low entry barriers, and English-speaking institutions make the island an attractive place to get your business started.

But not every business works out. If you’re facing this reality, you’re not alone. Around 1,521 went into voluntary liquidation in 2023, and the Maltas virksomhedsregister MBR struck off another 2,658 defunct companies.

Maybe your venture never gained traction. Maybe the market changed. Or maybe you just lost heart. This guide is for when it’s time to walk away: gracefully, responsibly, and without making a painful situation worse. Because while closing a company isn’t failure, closing it incorrectly can be, especially when it brings avoidable costs, legal risk, or future complications.

First: Don’t Disappear

It might be tempting to simply stop trading and ignore the emails. But companies don’t dissolve themselves. And the MBR doesn’t forget.

Leave a company hanging and, eventually, the MBR will mark it as defunct. A public notice will follow, and after 3 months of silence, your company gets struck off the register.

Sounds simple. But it isn’t.

• Any company assets, yes, even that dormant bank account are legally forfeited to the state.
• You may remain personally liable for unpaid tax, penalties, or filings.
• And creditors can still drag you (and your company) back into court up to 5 years later, applying to have the company restored. That is a lot of potential sleepless night.

In short: disappearing doesn't end the story. It just shifts the plot into a courtroom.

How Can You Close Your Company In Malta?

There are four legal ways to shut down a Maltese company. Your best route depends on one simple question: can you pay your debts within the next 12 months?

If the answer is yes, you’re solvent. If not, you’re insolvent – and you need to tread carefully.

Let’s explore the four main routes

1. Members’ Voluntary Liquidation (MVL)

Used when the company is solvent and you’re proactively winding up. It involves a formal resolution, a sworn declaration by the directors, and the appointment of a licensed liquidator. If everything is in order, it can be over within 9–12 months.

Expect to pay between €3,000–€8,000, depending on the complexity of your finances and the liquidator’s fees (per PwC Malta estimates).

2. Creditors’ Voluntary Liquidation (CVL)

This is for companies that can’t pay their debts. Shareholders still initiate the process, but creditors are brought in early and get to choose the liquidator. It’s longer and more structured, usually taking 12–24 months, and can be more emotionally challenging.

The silver lining is that the Maltese state sets funds aside to assist with the orderly, voluntary liquidation of insolvent companies. You will need to apply in court to make this happen (so, realistically, you’ll be at least several hundred euro out of pockets while this happens). The other good news is that, should your application be successful, the wind-up will be paid by the court itself.

3. Court Liquidation

This is initiated by a third party, usually a creditor or the Registrar of Companies. It’s the most formal and slowest process, with the Civil Court (Commercial Section) overseeing everything. Legal and professional fees can quickly rise past €10,000, and the timeline can stretch into years.

Court liquidation is rarely anyone’s first choice, but it exists to protect stakeholders when others fail to act responsibly.

4. MBR Strike-Off

If your company stops filing paperwork and becomes non-compliant, the MBR may take matters into its own hands. After due notice, it will strike off the company administratively.

It’s fast (about 4 months). It’s cheap (almost no cost). And it’s dangerous if mishandled—because if your company owns anything, you lose it. And if anyone is owed money, you could still end up in court. Realistically, to get to this point, directors and shareholders will need to have gone off the radar for a while, which means (again) many sleepless nights, civil liability and potentially criminal liability in cases of fraud and/or gross negligence.

Step-by-Step: Closing a Company Properly

Let’s say you’ve made the decision. Now what?

Solvent? Here’s How You Proceed.

1. Hold a board meeting and pass a resolution to liquidate.
2. File Form B1 (Notice of Dissolution) and Form B2 (Declaration of Solvency) with the MBR within 14 days.
3. Appoint a licensed liquidator—usually a lawyer or accountant registered in Malta. The MBR requires that the person not be involved in the company (no directors or secretaries from the last four years).
4. Final accounts must be drawn up and audited by an independent auditor. Notify the relevant bodies
5. After all creditors are paid and assets distributed, you hold a final general meeting.
6. The MBR then publishes a 3-month notice in the Government Gazette.
7. If uncontested, the company is struck off.

Keep in mind: this process takes 9–12 months, and delays usually come from incomplete records or audit snags.

Insolvent? Here’s How to Handle it

1. Acknowledge the reality. Have a board meeting, record that the company is insolvent.
2. Pass a resolution for liquidation and notify your creditors.
3. A creditors’ meeting must be held, where creditors vote on who the liquidator will be.
4. From there, the liquidator manages everything: from selling assets to dealing with legal claims.
5. Once debts are settled (or written off if there’s no money), final accounts are filed and the company is dissolved.

If you skip the creditors or try to disguise insolvency as solvency, you risk criminal liability for wrongful trading.

What the MBR and MFSA Do When a Company Closes Down

MBR

• Processes all filings, flags defunct companies, oversees the strike-off process via the Insolvency Register
• Appoints the Official Receiver where required
• Enforces compliance (submitted 1,186 final warning letters in 2023)
• Conducts audits and inspections—3,800 struck-off companies in 2022 alone

MFSA

• Steps in when a regulated entity (bank, insurance, fund) is closing down
• Reviews and may need to approve the liquidation

Five Common Mistakes That Can Derail Your Company Closure in Malta

Getting Professional Assistance

While you can do part of the paperwork yourself in Malta, a company wind-up is not a field in which you can DIY. You will need to be assisted by professionals: a lawyer, an accountant, and a liquidator.

You are not expected to be an expert in corporate winding-up. But you are expected to act responsibly.

GB Legal, among others, regularly handles liquidations for small companies. They can walk you through everything from drafting resolutions to final filings, and ensure you’re protected.

Got questions? Chat with the Expatax Malta bot anytime for clear, confidential guidance.

Further reading