If your company is registered in Malta, important changes to the country’s beneficial ownership framework are now in force. The new rules introduce additional compliance obligations, revised filing requirements and new deadlines, with significant penalties for non-compliance.
Legal Notice 184 of 2026, the Companies Act (Register of Beneficial Owners) (Amendment) Regulations, 2026, came into force on 10 July 2026. The Regulations form part of Malta’s implementation of Directive (EU) 2024/1640 under the EU’s new Anti-Money Laundering legislative package and reforms the existing beneficial ownership regime.
Greater Focus on Beneficial Ownership Information
All companies, including those owned entirely by natural persons, are now expressly required to take reasonable and appropriate steps to determine whether any natural person exercises control over the company through means other than those disclosed in the company’s Register of Members. Where such a person is identified, they must be treated as a beneficial owner and notified to the Registrar accordingly.
Simplified Beneficial Ownership Regime
The Regulations introduce a simplified regime for companies with straightforward ownership structures.
A company may rely on this regime only where all of the following conditions are satisfied:
- all registered shareholders are natural persons;
- none of the shareholders acts as trustee or in another fiduciary capacity;
- no natural person, other than a natural person disclosed in the company’s Register of Members, ultimately owns or controls, whether through ownership or control, more than 25% of the voting rights or other ownership interests in the company, or otherwise exercises control over the company through other means; and
- no natural person holds the position of a Senior Managing Official.
Where all of these conditions are met, the company’s Register of Members is deemed to constitute its Register of Beneficial Owners, and a separate beneficial ownership register is not required for so long as those conditions continue to be satisfied.
Existing companies have six months from 10 July 2026 to assess whether they qualify for the simplified regime. Where they do not, they must take the necessary steps to comply with the amended Regulations and submit the prescribed form, currently Form BO4.
Expanded Filing Requirements
Beneficial ownership filings must now include additional information for each beneficial owner, including:
- place of birth;
- residential address; and
- details of any nominee shareholder, where applicable
Updated Prescribed Forms
The Malta Business Registry has issued updated prescribed forms, including revised versions of Form BO2, the Annual Confirmation BO Form, the Change in Senior Managing Officials Form and the Change in Details of BO/Senior Managing Officials Form, together with the introduction of Form BO4.
As from 10 July 2026, only the updated prescribed forms may be used for beneficial ownership filings, with the previous versions no longer being accepted.
Access to the Register of Beneficial Owners
The Regulations introduce a three-tier access regime to the Register of Beneficial Owners:
- Competent authorities and designated public bodies are granted unrestricted access.
- Obliged entities carrying out customer due diligence are granted timely access, subject to payment of the prescribed fee.
- Persons with a legitimate interest in preventing or combating money laundering, predicate offences or terrorist financing may also obtain access, for which the Registrar may charge the prescribed fee.
Applicants relying on a legitimate interest must submit a written request to the Registrar together with identification documents, supporting evidence and a declaration setting out the legal basis of their request. The Registrar must verify the application and provide a response within twelve working days, although this period may be extended where there is a high volume of applications. Where access is granted, the Registrar issues a certificate valid for three years. Certificate holders are required to confirm their legitimate interest annually and must notify the Registrar within three working days of any change affecting their legitimate interest.
Importantly, obliged entities cannot rely exclusively on the Register of Beneficial Owners when carrying out customer due diligence and must continue to undertake their own independent verification.
What Should Companies Do Now?
Companies should:
- review their ownership and governance structures to determine whether any person exercises control through means other than those reflected in the Register of Members;
- assess whether they qualify for the simplified beneficial ownership regime;
- determine whether the prescribed transitional filing requirements apply to them;
- ensure that beneficial ownership information is complete, accurate and up to date;
- update their records to include the newly required particulars; and
- ensure that only the updated prescribed forms are used for future filings.
How We Can Assist
At CLA Malta, we assist clients in reviewing beneficial ownership structures, assessing the impact of the amended Regulations, preparing the necessary filings and ensuring ongoing compliance with the updated Malta Business Registry requirements.
Should you require further information or assistance in relation to these amendments, please do not hesitate to contact us.
Disclaimer
This article is intended to provide a general overview of the amendments introduced by the Companies Act (Register of Beneficial Owners) (Amendment) Regulations, 2026 (Legal Notice 184 of 2026). It does not constitute legal advice and should not be relied upon as such. Specific legal advice should be sought in relation to individual circumstances.