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Joshua Chircop

Corporate and M&A

The Concept of a Share Buyback Under the Companies Act

A share buyback essentially occurs when a company acquires some of its own shares through means other than by subscription. Such acquired shares are colloquially referred to as treasury shares and allow for flexibility with regards to the company’s capital structure since the sale thereof does not constitute an allotment or issue of shares and thus the restrictions imposed thereon do not apply.1 The procedure which a company must necessarily undertake in order to validly buy back its own shares is outlined in Articles 106 and 107 of the Companies Act (Chapter 386 of the Laws of Malta) (the “Companies…
Joshua Chircop
31st October 2023
The MFSA released a circular and updated the FAQs relating to TUBOR
Corporate and M&A

The MFSA announced updates to the Trusts Ultimate Beneficial Ownership Register

The Malta Financial Services Authority (the “MFSA”) released a Circular on the 25th of January 2023 announcing important updates to the Trusts Ultimate Beneficial Ownership Register (“TUBOR”). With effect from the same date, the MFSA has also amended the FAQs relating to TUBOR. The MFSA reminded the industry that in the TUBOR Declaration, the trustee is required to indicate if the beneficiary of the trust (whether a corporate or individual beneficiary) has received a benefit or otherwise from the trust. To this end, a new field has been added in the TUBOR Declaration which requires the trustee to make this…
Joshua Chircop
7th February 2023
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Aviation

Amendments to the Aircraft Registration Act

The Aircraft Registration Act, Chapter 503 of the Laws of Malta (the "Act") and the Code of Organisation and Civil Procedure, Chapter 12 of the Laws of Malta (the "COCP") have been amended by virtue of Act No. XXXVII of 2021 (the "Amending Act"). The Amending Act brings about changes to various laws pertaining to aircraft registration.Certified DesigneeThe Amending Act introduces rules pertaining to the appointment of a "Certified Designee" (CD) under an irrevocable de-registration and export request authorisation (IDERA). Whilst the Act previously allowed for the appointment of a CD, and in fact, CDs are appointed in practise, the…
Joshua Chircop
10th August 2021
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AviationShipping, Yachting and Transport

Segregated Cells in Aviation and Shipping Companies

Pursuant to amendments to the Companies Act, the Companies Act (Shipping and Aviation Cell Companies) Regulations (the "Regulations") allow for the incorporation of cell companies that conduct shipping or aviation business. The Regulations also allow for the conversion of an existing company that conducts shipping or aviation business into a cell company. To understand what is meant by shipping or aviation business, please click here.A cell company may create one or more cells within itself for the purposes of segregating and protecting cellular assets. Each cell has distinct assets and liabilities and can therefore be used to carry out separate…
Joshua Chircop
29th April 2021
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Trusts, Foundations and Wealth Management

Registrar for Companies Assumes the Function of Registrar for Legal Persons

The President, by and with the advice and consent of the House of Representatives, has enacted Act No. XLVII of 2020 to amend the Second Schedule to the Civil Code, Chapter 16 of the Laws of Malta (the "Second Schedule"), and the Companies Act, Chapter 386 of the Laws of Malta, and to provide for related and ancillary provisions.The function of the Registrar for Legal Persons has now been assumed by the Registrar for Companies of the Malta Business Registry. The Registrar for Legal Persons previously fell under the purview of the Public Registry within Identity Malta. Any reference to…
Joshua Chircop
18th August 2020
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AviationCOVID19 MeasuresShipping, Yachting and TransportTourism, Leisure & Hospitality

COVID-19: Commission provides guidance on EU passenger rights

Following the introduction of various measures across Member States due to the COVID-19 pandemic, including travel restrictions and border controls, passengers and transport operators are having to face cancellations and delays in transport. The European Commission has published the Interpretative Guidelines on EU passenger rights regulations in the context of the developing situation with Covid-19 (hereinafter referred to as the "Guidelines") to ensure that EU passenger rights are applied consistently across the EU Member States. The Guidelines cover the rights of passengers when travelling by air, rail, ship or bus/coach, maritime and inland waterways, as well as the corresponding obligations…
Joshua Chircop
9th April 2020