How a company is constituted.
A company shall not be validly constituted under this Act unless a memorandum of association is entered into and subscribed by at least two persons, or in the case of a single member company constituted in terms of article 212, by the single member, and a certificate of registration is issued in respect thereof. Companies formed and registered under the Ordinance shall comply with this Act in accordance with the provisions of article 428.
Objects of company.
The objects of a company may not be simply stated to be any lawful purpose or trade in general.
The authorised share capital of a company shall be – not less than one thousand and one hundred and sixtyfour euro and sixty-nine cents (1,164.69) subscribed by at least two persons in the case of a private company.
Contents of memorandum.
1) The memorandum of every company shall state:
- whether the company is a public company or a private company;
- the name and residence of each of the subscribers thereto;
- the name of the company;
- the registered office in Malta of the company;
- the objects of the company;
(f) the amount of share capital with which the company proposes to be registered (hereinafter referred to as «the authorised capital»), the division thereof into shares of a fixed amount, the number of shares taken up by each of the subscribers and the amount paid up in respect of each share and, where the share capital is divided into different classes of shares, the rights attaching to the shares of each class;
(g) the number of the directors, the name and residence of the first directors and, where any of the directors is a body corporate, the name and registered or principal office of the body corporate, the manner in which the representation of the company is to be exercised, and the name of the first person or persons vested with such representation;
(h) the name and residence of the first company secretary or secretaries, or where a company secretary is a body corporate, the name, registration number and registered office of the body corporate;
(i) the period, if any, fixed for the duration of the company.