Redomiciliation: when, why and how?

Redomiciliation is an increasingly popular solution for companies wishing to move their headquarters to a more favorable jurisdiction without interrupting their operations. But what is redomiciliation and when does it make sense to consider it?

What is redomiciliation?

Redomiciling a company means transferring the legal headquarters of an active entity from one jurisdiction to another - for example, from a European country to Malta - while keeping its history, contracts and organizational structure intact. Unlike closing down and opening a new company, redomiciliation allows for legal and operational continuity.

When is it applicable?

Redomiciliation is possible when:

• The jurisdiction of origin and that of destination legally allow this process;

• The company is active and compliant with local laws;

• There is a strategic, fiscal or operational interest in migrating to another jurisdiction.

Companies often consider this option when:

• They face adverse regulatory changes in their home country;

• They wish to benefit from a more competitive tax structure;

• They are looking for a more central location in Europe or close to their markets.

What are the advantages?

• Continuity: No need to restart operations, change contracts or transfer assets.

• Tax optimization: Jurisdictions such as Malta offer efficient tax regimes and advantageous double taxation agreements.

• Reputation: Being based in an EU country can increase credibility with partners and banks.

• Operational efficiency: It is often possible to access more sophisticated financial, legal and technological services.

Legal and procedural requirements

Each jurisdiction has its own requirements. In the case of Malta, for example, it is necessary to:

• Comply with substance requirements (office, local presence, directors);

• Present legally translated and notarized documentation from the company of origin;

• Prove that there are no pending proceedings or significant debts in the jurisdiction of departure;

• Pass a compliance review (KYC and AML);

• Obtain approval from the local authorities in Malta.

Albeit company incorporations in Malta can take under a week, the overall process can take between 6 and 12 weeks, depending on the complexity of the structure and the jurisdiction of origin.

Redomiciling vs. closing down and start a new company

Closing a company and start a new one may seem simpler, but it involves costs and risks:

• Loss of existing contracts and agreements;

• The need to open new bank accounts and establish a new credit reputation;

• Potential legal issues with customers and suppliers;

Redomiciliation, on the other hand, preserves the company's history, making the transition easier.

Key takeaways…

Redomiciling is a powerful tool for companies wishing to grow in a structured and strategic way. However, it requires technical, legal and fiscal knowledge. At Ancilia, we help our clients navigate this process safely and efficiently, ensuring compliance and sustainable long-term benefits.