Updates to the Company Services Providers Act (in light of Act X of 2025)

Circular Triq l-Imdina, Zone 1 Central Business District, Birkirkara CBD 1010 +356 2144 1155 communications@mfsa.mt www.mfsa.mt Updates to the Company Services Providers Act (in light of Act X of 2025) Introduction The aim of this Circular is to inform the industry of the coming into effect of the amendments made to the Company Service Providers Act (hereinafter referred to as the “Act”) and the various legal instruments issued thereunder. The amendments to the Act published by virtue of Act No. X of 2025 are being introduced pursuant to the Authority’s exercise initiated in 2024 to identify areas whereby proportionality can be introduced within the Company Service Providers (“CSP”) framework whilst ensuring continuous adherence to Malta’s international commitments. The key changes made to the Act affect mainly individuals providing the services of a director or company secretary or holding a similar position in other legal entities to various extents mainly with respect to the number of involvements held. Thus, the changes impact mainly Class B CSPs through the introduction of two concepts namely, Registration and Notification. Furthermore, amendments have also been carried out to the Company Service Providers (Fees) Regulations and the Company Service Providers (Exemption) Regulations. The Company Service Providers Rulebook has also been amended to take into account the amendments to the Act. Additionally, a new rulebook for Limited Company Service Providers has also been introduced applicable specifically to this new category of CSPs. The Authority has also amended the Guidance Note on the Application of the Company Service Providers Act to be aligned with the changes made to the Act. Additionally, the Authority will shortly be publishing the updated Frequently Asked Questions for CSPs. The aforementioned changes to the Act, the Subsidiary Legislations and the Rulebooks are applicable as from the date of publication. 19 May 2025

Circular Triq l-Imdina, Zone 1 Central Business District, Birkirkara CBD 1010 +356 2144 1155 communications@mfsa.mt www.mfsa.mt A. Amendments to the Act The main changes affected to the Act are the following: i. Registration Requirement Article 3A(2) of the Act establishes a new registration requirement for individuals providing directorship and/or company secretary services in a company or holding a similar position in other legal entities. Such individuals referred to as Limited Company Service Providers in the Act can hold up to ten (10) Involvements. The Registration Form to be submitted for the purposes of article 3A(2) of the Act is accessible through the Authority’s website. ii. Notification Requirement Article 3B(1) of the Act establishes a new notification requirement for individuals providing directorship and/or company secretary services in a company or holding a similar position in other legal entities without holding themselves as providing such services. Such individuals referred to as Restricted Company Service Providers in the Act can hold up to five (5) Involvements with a maximum of two (2) groups. The Notification Form to be submitted for the purposes of article 3B of the Act is accessible through the LH Portal of the Authority. In this regard, the Authority has issued a new Guidance Note on the Notification Process for Restricted Company Service Providers laying down the step-by-step procedure to be followed with respect to the submission of the Notification Form. The Authority draws the attention of individuals falling within the definition of Restricted Company Services Providers of the transitory period established under article 20 of the Act which requires such individuals to submit the Notification Form within two (2) months from the coming into force of the changes to the Act, namely by not later than 16 July 2025. B. Amendments to Subsidiary Legislation i. Amendments to the Company Service Providers (Fees) Regulations (Subsidiary Legislation 529.01) The Company Service Providers (Fees) Regulations have been amended by virtue of L.N. 89 of 2025 to introduce a registration fee pursuant to the new registration requirement introduced under article 3A(2) of the Act and to introduce a notification fee pursuant to the new notification requirement introduced under article 3B of the Act. Additionally, changes were also made to the pre-existent fees as established under the said Company Service Providers (Fees) Regulations.

Circular Triq l-Imdina, Zone 1 Central Business District, Birkirkara CBD 1010 +356 2144 1155 communications@mfsa.mt www.mfsa.mt ii. Amendments to the Company Service Providers (Exemption) Regulations (Subsidiary Legislation 529.02) The Company Service Providers (Exemption) Regulations have been amended by virtue of L.N. 90 of 2025 to remove the exemption under regulation 3(1)(b) in relation to VFA Agents in terms of the Virtual Financial Assets Act pursuant to the repeal of the said Virtual Financial Assets Act. Additionally, the exemption under regulation 3(1)(c) with respect to solely providing services as director or company secretary in a company or holding a similar position in other legal entities where such entity is a regulated entity by the Authority is being widened to include the immediate holding company. C. Changes to the Company Service Providers Rulebook Pursuant to the amendments made to the Act, the existent Company Service Providers Rulebook (hereinafter referred to as the “CSP Rulebook”) has been amended to take into account such changes as applicable. The “Interpretation” section of the CSP Rulebook has been amended to introduce various new definitions and to amend existing definitions in accordance with the changes to the Act. The Authority would like to particularly highlight the changes made to the existing definition of “Under threshold Class B CSPs” particularly in relation to the number of involvements in view of the introduction of the new registration requirement under 3A(2) of the Act. Chapter 1 of the CSP Rulebook dealing with the scope and application of the said rulebook has also been amended to take into account the different categorisations of persons providing company services as established by the changes to the Act. D. Introduction of a new Rulebook for Limited Company Service Providers Pursuant to the introduction of a new category of company service providers namely Limited Company Service Providers, registered under article 5 of the Act, the Authority has issued a new Rulebook applicable specifically to such Limited Company Service Providers. The Rulebook for Limited Company Service Providers has been tailored to reflect the limited activities of such category of CSPs whilst establishing obligations to ensure compliance in the provision of their services and a sound understanding of the risks being exposed to.

Circular Triq l-Imdina, Zone 1 Central Business District, Birkirkara CBD 1010 +356 2144 1155 communications@mfsa.mt www.mfsa.mt E. Updating of the Guidance Note on the Application of the Company Service Providers Act The Guidance Note on the Application of the Company Service Providers Act has also been updated to take into account the amendments made to the Act. The Authority particularly draws the attention to the changes made to interpretation of the term “by way of business”. Conclusion Any queries in relation to the above should be addressed to the Company Service Providers Supervision on cspreform25@mfsa.mt. Disclaimer: The content of this Circular is intended for information purposes only. It does not substitute a thorough reading of the Act, the various Subsidiary Legislations mentioned herein, the CSP Rulebook and the Rulebook for Limited Company Service Providers. Persons carrying out company services should carry out their own assessment to ensure compliance with the applicable regulatory requirements.