S.L. 386.26 Art. 21Review of legality of cross-border division when Malta is the jurisdiction of a recipient company. 

(1) When a company carrying out a cross-border division indicates Malta as the jurisdiction of a recipient company, the

Registrar shall review the legality of the cross-border division as regard that part of the procedure which concerns the completion and approval of the cross-border division. In particular, the Registrar shall ensure that the Maltese recipient company complies with the provisions of the Act on the incorporation and registration of companies and, where appropriate, that arrangements for employee participation have been determined.

(2) For the purposes of sub-regulation (1), the company being divided shall submit to the Registrar:

(a) the draft terms of the cross-border division approved by the company’s general meeting;

(b) the pre-division certificate or a certified true copy thereof issued by the jurisdiction of the company being divided;

(c) the memorandum and articles of association of the recipient company drawn up in accordance with the requirements of the Act;

(d) in those cases where the country or jurisdiction of the company to be divided or of any other recipient company involved in the cross-border division is not a Member State or EEA State, a reasoned opinion of one or more practising advocates confirming that the proposed cross-border division is permitted by the laws of each such country or jurisdiction; and

(e) any other documents and information required for the purposes of recipient company as a Maltese company:

Provided that the information and documents specified in this sub-regulation may be submitted to the Registrar entirely online.

(3) The Registrar shall accept the pre-division certificate referred to in sub-regulation (2)(b) as conclusively attesting to the proper completion of the applicable pre‐division procedures and formalities in the departure jurisdiction, without which the cross-border division cannot be approved.