The implementation of cross border corporate structures offers many benefits that allow our clients to maintain and enhance their revenue.

Our solutions are largely based on utilising the advantages provided by the current tax legislation in the EU member states Malta and Cyprus.

White November Corporate Services will help you decide on the most beneficial jurisdictions in which to incorporate your company. As residency will be determined by the country in which the company is managed and controlled, White November will develop the most efficient structure, and provide the necessary management and administration services for the jurisdiction.

Redomiciliation of a company registered in one jurisdiction is an effective method of transferring the ownership of assets and liabilities to another jurisdiction without transferring the assets and liabilities to another legal entity, which may create adverse tax consequences. White November can take care of any aspect of your company redomiciliation.

Companies are subject to an increasingly complex number of compliance regulations and requirements; rules which are constantly evolving and shifting focus. Whether you require the creation of company regulatory manuals, an acting MLRO, an acting compliance officer, or general assistance with compliance, White November Corporate Services can manage all manner of compliance solutions.

From corporate and complex financial structures, to individual and single entity businesses, White November provides a wealth of experience and industry-leading knowledge tailored to each unique organisation and owner.

White November’s compliance specialists can offer your company solutions including:

• Evaluation of current compliance policies and procedures
• Provision of advice on the compliance function and, when appropriate, assistance with implementation of specific reporting systems and process requirements
• Recommendations for improvements in structures, processes, and controls
• Regulatory reporting
• Creating new policies, procedures and processes, including internal controls
• Provision of MLRO and Compliance Officer Services
• Tax Compliance
• VAT Compliance
• Documentary services (certification of documents by a lawyer or accountant, certification of documents under Apostille, verification of documents, etc.)
• KYC (Know Your Customer) and KYB (Know Your Business) Services
• FATCA
• Company secretarial compliance services

Exit strategies and solutions are developed when preparing for relocating a business to another country, selling a business, retiring, or planning inheritance.

Most countries apply some type of exit taxation, imposed as capital gains tax on a company’s assets and dividends. However, in its effort to promote free movement and establishment, the EU closely monitors its member states and their ways of imposing tax.

There are several options for a company considering exit strategies. Structuring ownership through a holding company before sale, restructuring the company within the same jurisdiction, relocation to another country that offers tax benefits, and considering retirement abroad are just some of the options that White November can help you to plan for and execute.

Companies registered in Malta, abiding by Maltese fiscal and statutory laws, require a level of expertise to ensure that they can follow all regulations satisfactorily.

White November’s experienced staff members will ensure that your company or fund’s statutory records and books are maintained correctly, that administrative requirements are met, that annual returns are filed, among many other services. We also provide:

• Office space, to add a degree of substance to the operation of a company
• The use of meeting rooms
• Receptionist services, call answering, and local numbers
• Human Resource Management
• Interviewing
• Website and branding
• Financial incentives and local partnering
• Umbrella licensing

Maltese companies are required to have a company secretary in compliance with the Companies Act 1995. The company secretary is then responsible for ensuring the company’s complete compliance with all statutory responsibilities.

White November Corporate Services can provide a competent and experienced company secretary for your entity to ensure that you are in total adherence with local laws and regulations.

Some responsibilities of the Company Secretary include:

• Keeping minute books for general meetings of the company
• Keeping minute books for meetings of the board of directors
• Keeping the registrar of members
• Keeping any other records required by the board of directors
• Ensuring proper notice is given for all meetings
• Ensuring that all returns and documents are prepared and delivered in accordance with the Companies Act
• Providing technical advice on legal, financial and compliance matters
• Filing of all statutory forms and ensuring certain company resolutions are filed with Registry of Companies

In Malta, it is a requirement of the Companies Act that a company has at least one director appointed to the Board of Directors, this can be an individual or a corporate entity. All company directors are listed in the public registry.

White November provides directorship solutions for various businesses. We can supply both corporate and individual Directors, with hands on commercial and board room experience. We provide directors for companies registered in Malta, ensuring the company’s effective management and control, and providing full management and corporate administration services while acting as Directors.

Some responsibilities of a director include:

• Ensuring that the Malta-based company operates in compliance with Maltese law and regulations such as Companies Act, the Income Tax Act and the Income Tax Management Act, and, Remote Gaming Regulations
• Liaising with the local authorities – Inland Revenue, VAT, MFSA, Registry of companies
• Procuring local secretarial, accounting and legal services for the company as necessary

Tax is only one of many needs. We understand the fast changing requirements of today’s world and we adapt, develop and structure the tax planning to our clients’ needs. Our approach is proactive and innovative and team supports clients with a full range of tax services with care and confidentiality.

Our business tax advisory service is comprehensive, offering services which include:

• Corporate and tax structuring of a business in Malta and Cyprus
• Corporate and tax structuring internationally
• Re-domiciliation of a company to or form Malta and Cyprus
• Restructuring, mergers and acquisitions
• The direct and indirect Malta and Cyprus tax implications of any proposed transaction or set of transactions
• The Malta fiscal aspects of trusts and foundations
• Estate planning
• Taking up residence in Malta or Cyprus
• Tax compliance services
• Tax credit incentive applications
• MicroInvest scheme applications

Compliant tax planning works to support tax regulations and obligations as closely as possible with a business’s strategic vision. In doing so, it helps minimize tax liability and increase the resources available to grow the business.

The tax compliance services we offer include:

• Compliance checks across all taxes, statutory accounting and tax reporting
• Coordination of tax compliance activities such as direct and indirect taxes, tax accounting, preparation of statutory financial statements
• Reporting and advisory on diverse accounting practices, legislative environments, tax and business customs
• Support in audits, and practical knowledge of current and emerging regulatory requirements

Basis of taxation in Cyprus

Cyprus is well established as a favorable jurisdiction in Europe for business structuring and international tax planning. By ensuring proper long-term oriented tax planning and structuring are optimized of the Cyprus Company in the International Tax plan is in place that will provide tax optimization and thus having a return on investment. Cyprus has a distinctive combination of advantages including a unique location, solid legislation and strong professional environment. These factors and more have resulted in Cyprus becoming one of the most attractive countries for the incorporation of International Business Companies (IBCs) in Europe over the last decade.

Management and Control

Principally, all Cyprus Tax Resident companies are taxed on the worldwide income accrued or derived from sources in Cyprus and abroad. A company is considered as a Resident Cyprus company if it is managed and controlled in Cyprus. There is no actual definition on the term “managed and controlled” according to Cypriot legislation. However, the tax authorities in Cyprus consider a company to be managed and controlled in Cyprus if all the below criteria coexist:

1. Majority of directors reside in Cyprus
2. Board meetings are held in Cyprus
3. Strategical decisions are made in Cyprus

Corporate tax

The Corporation Tax in Cyprus is 12.5% which is uniform and it applies on trading profits, making it one of the lowest in Europe.
Moreover, Cyprus companies have some exemptions that can further reduce a company’s tax bill on income that is not taxable in Cyprus, for example:

• Profits from the sale of securities/ shares is exempted
• Dividends received from abroad are exempt (subject to criteria)
• Interest not arising from the ordinary activities of the company is exempted
• Profit from a permanent establishment abroad is exempt
• Capital gains from sale of immovable property situated outside Cyprus is exempt

Taxable losses

If a company incurs a loss during a tax year, then this loss can be carried forward and used for tax relief of next year’s profit. Similarly, in case the company does not make profit then it can utilize the accumulated losses against the first available profits. The offset against the profit must arise during the next 5 years that the losses were created, otherwise this carry forward opportunity will be lost.

In case of Group of Companies, the losses that arise in a company can be utilized to reduce the profit of another company within the same Group of companies. A Group of companies is considered a Holding Company and its subsidiaries whereby the Holdings company holds at least 75% of the subsidiary directly or indirectly among companies of the same group for the whole year. Losses that are brought forward cannot be utilized for Group relief, since a Group can only utilize the current losses.

A company is also considered to be a member of a group if it is at least 75% a subsidiary of the other companies are at least 75% subsidiaries of a third country.

EU Directives

Cyprus having EU membership, and therefore use of EU Directives is also allows benefits to other Third countries. Application of some key EU directives are as follows:

1. Parent / Subsidiary Directive – Withholding tax is not paid on dividends and has immediate effect as long as there is 10% minimum shareholding and 2 years of holding. The tax is withheld abroad and the dividend is exempt in Cyprus (subject to conditions)

2. Interest / Royalty Directives – Withholding tax is not paid on the interest to Non–Residents and has immediate effect provided there is 25% minimum shareholding (only in case of royalties) Royalties are subject to corporation tax.

3. Merger Directives –Resident and Non-Resident Companies have no taxation obstacles or consequences relating to reorganization, mergers, divisions, transfer of assets and exchange of shares.

To discuss whether a Cyprus company is appropriate for your business, please feel free to contact us or read more details in our Cyprus Registration section.

White November developed expertise in assisting companies with the right VAT treatment of any transactions undertaken. We provide End-to-end VAT compliance service solutions from VAT registration to VAT de-registration, including VAT representation during local VAT audits.

• VAT registrations
• Preparation and submission of VAT returns
• Submission of VAT recapitulative declarations
• Liaison with the VAT department
• Advice on cross border supplies, bonded supplies and importation of goods into the EU

Business effective decision making needs systematic analysis. We can help to provide the forward looking business projections through the preparation of management reports. We work with our clients to identify company`s solvency and liquidity, profitability, asset returns, and the comparison between actual vs budget results. Our services include:

• Profit and loss calculations
• Actual vs. budgeted performance
• Cash flow forecasts
• Key performance indicators
• Profitability of projects

Management reports can be prepared and presented to the decision-makers of your business on a monthly or quarterly basis.

White November provides a complete range of accounting services to both private individuals and companies whether based in Malta, Cyprus or abroad. Each of our clients has a dedicated Account Manager as a main point of reference, whose main responsibility is to take over the ownership of our clients accounting records and assist with specific tasks such as the closing process or the preparation of statutory financial statements.

The services that we provide include:

• Day-to-day bookkeeping
• Company formation and administration
• Banking support
• Review of accounting policies, budgets, and projections
• Preparation of VAT returns
• Preparation of management accounts and ad hoc management reports
• Preparation of financial statements as per local requirements under IFRS
• Payroll support

White November offers our clients outsourced preparation and processing of payroll. We can provide tax and strategic advice on the best structure for employees, including advice on the relocation of staff to Malta or Cyprus, and actively assist on the hiring of local staff in Malta and Cyprus. White November has a proven track record for being one of the leading payroll providers in Malta, offering payroll and HR support to companies and individuals established in Malta, Cyprus and globally.

Our full range payroll services include:

• Preparation of weekly, fortnightly, or monthly payslips
• Assistance on P.E. Number and employment license applications
• Completion of E.T.C engagement and termination forms
• Handling of monthly Social Security contributions
• Preparation of annual FSS return forms

The Malta Golden Visa was launched in August 2015 by virtue of an amendment to the Immigration Act, Cap 217 of the Laws of Malta. Legal Notice 288 of 2015 was enacted with the aim of attracting individuals of impeccable standing and repute to receive a Malta Golden Visa on the basis of a one-time contribution of €30,000 to Malta and an investment of €250,000 for 5 years in Malta Government Bonds.

Under the Malta residency by investment programme applicants and their registered dependents enjoy the opportunity to reside, settle, and stay indefinitely in Malta, and to hold a Schengen card allowing visa-free travel within the Schengen Area.

The Global Residence Programme is a scheme designed to attract individuals who are not nationals of the EU, EEA or Switzerland and who are not long-term residents. Individuals benefiting from this programme are not precluded from working in Malta, provided they satisfy the requisite conditions for obtaining a work permit. Beneficiaries may also have household staff providing a service in their qualifying property, as long as all the requisite procedures are satisfied.

The application process for this programme is relatively fast, it can be completed in three months. To qualify for this programme, the applicant must satisfy certain criteria including, but not limited to:

• Having purchased a property of a certain value in Malta, or entering into a rental contract of a property of a certain amount per year

• Committing to a minimum recurring investment per year

• Not benefitting from other residency or citizenship programmes

• Being in receipt of stable and regular resources that are sufficient to maintain his/herself and any dependants

The Malta Retirement Programme (MRP) is a programme designed to attract nationals of the EU, EEA and Switzerland who are not in an employment relationship and are in receipt of a pension as their regular source of income. The applicant should be in receipt of a qualifying pension, which entitles the applicant to periodic pension payments, all of which are received in Malta, and which should constitute at least 75% of the beneficiary’s taxable income.

The applicant should hold a qualifying property (immovable property purchased for not less than €275,000 for a property situated in Malta, or €250,000 for a property situated in Gozo; or rental property – a leased property of not less than €9,600 per annum for a property situated in Malta or €8,750 per annum for a property situated in Gozo).

The objective of the Highly Qualified Persons Scheme is to attract experts of top level skill to occupy positions within companies licenced or recognised by the Malta Financial Services Authority (MFSA). Such highly qualified personnel can be entitled to a low Malta tax rate of 15% on employment income. These tax benefits are applicable to EU, EEA and Swiss nationals.

Malta and Cyprus are both sovereign European countries with rich cultural heritages, offering a unique quality of life. Both countries are situated in the heart of the Mediterranean Sea, and are ideal places to raise a family in a secure environment.

The introduction of Citizenship by Investment programmes rendered both jurisdictions ideal places to live, invest, and set up businesses. Both countries provide a window of opportunity wide open to a potential EU market of 508 million inhabitants — the world’s third largest population after China and India.

The Malta Individual Investor Programme grants Maltese citizenship to foreign individuals who contribute to the economic development of Malta. Investors can also gain citizenship for their dependents with this scheme. Malta has been a member of the EU since 2004 and has been part of the Schengen Area since 2007. Citizenship obtained under this program gives the rights of full citizenship for life and can be passed on to future generations by descent. Maltese citizenship grants access to all investment opportunities in Malta and throughout the EU open to European Union citizens.

Legal basis for Citizenship by investment:

Maltese Citizenship by Investment may be granted under an amendment passed in November 2013 to the Maltese Citizenship Act, Chapter 188 of the Laws of Malta. These amendments provided the framework for the enactment of LN 47 of 2014. The Malta Individual Investor Programme (MIIP) rules provide Maltese citizenship on the basis of a contribution to and investment in Malta.

Benefits:

• Schengen residence status for one year prior to issue of passport (issued on application)

• 160 visa-free destinations including the United States

• Passport issued within one year

The MIIP has three main investment requirements:

• A contribution to Malta

• Purchasing or leasing of an immovable property

• Investment in stocks, bonds, or debentures

70% of the initial contribution will be deposited into a fund set up by the Government of Malta, held by a board of trustees. This fund finances projects in Malta linked to education, public health, innovation, job creation, and other social projects.

Malta and Cyprus offer a range of international maritime services and facilities as a part of comprehensive package designed for the yachting industry. The growth in yacht registration and related corporate services are partly driven by the availability of tax planning structures including VAT benefits in finance lease structures.

When purchasing and registering your yacht White November can provide the following solutions and services:

• Registration of yachts under the Maltese or Cypriot flag
• Formation of a company to own or lease yachts
• Assistance in enrolling under the Maltese or Cypriot VAT Yacht Leasing Scheme
• Drafting of the Lease Agreement and execution of the lease payments
• Accounting and bookkeeping services for yacht ownership and yacht leasing companies
• Tax advice
• Payroll services for the crew

The Maltese and Cypriot Private Aircraft Schemes generate much interest among aviation enthusiasts. It is the most competitive scheme available, with the lowest VAT rates in Europe, coupled with the attractive corporation tax that Malta and Cyprus have to offer. Due to this and the strategic location of Malta and Cyprus, the islands are quickly becoming top jurisdictions for aircraft leasing and registration.

When purchasing and registering your yacht White November can provide the following solutions and services:

• Registration of aircrafts in Malta or Cyprus
• Formation of a company to own or lease aircrafts
• Assistance in enrolling under the Maltese or Cyprus VAT Aircraft Leasing Scheme
• Drafting of the Lease Agreement and execution of the lease payments
• Accounting and bookkeeping services for aircraft ownership and aircraft leasing companies
• Tax advice
• Payroll services for the crew