Month: December 2018

17 Dec 2018

Vacancy Corporate Lawyer – Associate

Description:

Gauci-Maistre Xynou (GMX Law Firm) is a dynamically developing Greco-Maltese law firm having its head office in Malta. Due to the increase in work and the expansion process being undertaken by GMX, the firm is currently looking to recruit a corporate lawyer to join its Valletta office on a full-time basis.

The Corporate Lawyer, who will be reporting to Partners, will be working with both the firm’s legal team from different jurisdictions as well as the financial services team.  The successful candidate will be requested to show initiative, take on certain responsibilities within the firm and will immediately be given the opportunity to further advance their career within the law firm.

Responsibilities:

– Providing legal advice and legal opinions;
– Drafting, revising, negotiating and concluding agreements;
– Assist with drafting / preparation of corporate documentation such as M&As, resolutions, MFSA forms, minutes of board meetings, etc.
– Assist with the review of agreements, forms or any other legal documentation;
– Assist with all corporate ventures such as incorporation, mergers, acquisitions, share transfers, corporate due diligence, licensing, etc.
– Liaising directly with the Maltese Registrar of Companies, and other national and international governmental authorities;
– Ensuring the legality of business practices;
– Assist with reporting requirements to local and overseas regulatory authorities, including those regulating anti-money laundering procedures;
-Ad hoc compliance and legal projects / duties as may be required from time to time;
-Drafting of Court applications;
-Provide training both in-house and to third parties in related sectors
-Undertaking any ad hoc projects, if required.

Must Have:

– University degree in law (LL.B / LL.D) and a Member of the Maltese Bar Association; a Master’s degree (LL.M) will be considered advantageous.
– A minimum of 5 years of corporate law experience, preferably in the financial services sector;
– Excellent written and verbal communication skills both in Maltese and English, whilst other languages will be considered advantageous;
– IT literate, with experience of Word, Excel, PowerPoint, database management and other major software applications;
– Ability to deal with a multi-cultural work environment and client base;
– Keen to develop his/her experience through training, qualification and continuing professional development;
– Strong interpersonal and organisational skills and ability to perform under pressure.

Good to Have:

– Court experience will be considered advantageous

Get in touch and let’s discuss further! Send your CV on hr@gmint.com

17 Dec 2018

Vacancy Corporate Lawyer – Junior Associate

Description:

Gauci-Maistre Xynou (GMX Law Firm) is a dynamically developing Greco-Maltese law firm having its head office in Malta. Due to the increase in work and the expansion process being undertaken by GMX, the firm is currently looking to recruit a corporate lawyer to join its Valletta office on a full-time basis.

The Corporate Lawyer, who will be reporting to Partners, will be working with both the firm’s legal team from different jurisdictions as well as the financial services team. The successful candidate will be requested to show initiative, take on certain responsibilities within the firm and will immediately be given the opportunity to further advance their career within the law firm.

Responsibilities:

– Drafting / preparation of corporate documentation such as M&As, resolutions, MFSA forms, minutes of board meetings, etc.;
– Drafting, revising, negotiating and concluding agreements;
– Reviewing agreements, forms or any other legal documentation;
– Assist the Compliance Officer / MLRO in day-to-day regulatory activities including addressing various queries;
– Providing legal advice and legal opinions;
– Liaising directly with the Maltese Registrar of Companies, and other national and international governmental authorities;
– Ad hoc compliance and legal projects / duties as may be required from time to time;
– Drafting of Court applications;
– Undertaking any ad hoc projects, if required

Must Have:

– University degree in law (LL.B / LL.D);
– A minimum of 3 years’ experience;
– Excellent written and verbal communication skills in English, whilst other languages will be considered advantageous;
– IT literate, with experience of MS Outlook, Word, Excel, PowerPoint, database management and other major software applications;
– Ability to deal with a multi-cultural work environment and client base;
– Keen to develop his / her experience through training, qualification and continuing professional development;
– Strong interpersonal and organisational skills and ability to perform under pressure;

Good to Have:

– A Master’s degree (LL.M);
– Experience in an MLRO and compliance department;
– Court experience.

Get in touch and let’s discuss further! Send your CV on hr@gmint.com

12 Dec 2018

CTRL +C, CTRL +V can spell trouble

Forget generation gap issues in our ‘Copy & Paste’ habits. Unless you don’t use a computer, copying and pasting is part of our keyboarding lives – especially when it comes to downloading images/video clips to finish off a presentation, blog/vlog post or website update. Precious time is spent scrolling down myriad visuals until ‘the one’ appears. With a Cheshire smile and a gleeful blurting of ‘YES!’ we click away without batting an eyelid.

The good news is that our search is over. The bad news is that the days of worry-free Ctrl +C, Ctrl +V are over too.

Following the EU Copyright Directive Amendments (Articles 11-13) enacted on September 12, 2018, we need to ask for and obtain the author or copyright holder’s permission to use any content on the internet … and spell out accreditation when go-ahead is granted. The exception being material that is not copyrighted.

As inconvenient as it may be, this directive is long overdue. Isn’t plagiarism a crime? Which is why academic and artistic honesty must be taken seriously. Don’t singers/musicians keep on receiving royalties for filling airtime? Which is why they keep on making money after passing away, even though royalties do not equate copyright. So why should digital creators, artists, broadcasters and journalists be discriminated against just because location shifts to the World Wide Web? Why shouldn’t their work on the Web be regarded as intellectual property and be compensated?

These are the arguments which enabled the Society of Authors, the Alliance for Intellectual Property and Proponents, Universal Music Group and Warner Music Group to finally win over a healthy majority of MEPs who up to last July had favoured the Computer & Communications Industry Association (CCIA) comprising the internet juggernauts of Google, Amazon, Facebook, eBay and Netflix. The latter had persuasively argued that such a law would suppress internet freedom and stifle creativity.

Spurred on by the Cόrdoba Copyright Case (C-161/17) which had photographer Dirk Renckhoff successfully sue the German town of Waltrop for making use of his shot of the Andalusian city without his consent, victory for WWW content creators is in the air. They have yet to lift the trophy because amendments to the Directive are still pending approval by the European Council and the European Commission. Upcoming December is the deadline for any tweaks to what is being proposed and sometime in January voting re the final wording of the amendments will take place. If the Directive goes through, member states will have two years to get their own legislation up-to-date. Only then can WWW content creators claim victory in the EU.

What do the amendments target?

  • Platforms need to pay for linking to news and remuneration must be both adequate and proportional.
  • Anyone watching a sports event can no longer publish, share, reproduce, or record images and videos of the said events, though this restriction appears to be open to interpretation.
  • Platforms need to ensure that whatever is shared cannot be copyrighted, entailing either a filtering process or, financial compensation to avoid copyright infringement.
  • Ordinary web users will not have to pay for content downloads for private and non-commercial use.

What are the implications?

  • For web users, asking permission to use any copyrighted content is mandatory, unless the use is non-commercial. Sports fans will probably have to kiss goodbye to their vlogs, clips and commentaries on the internet.
  • For companies in Europe, particularly tech startups, losing momentum is the main concern since they will need more time to ensure that their content does not break any copyright laws. An exodus from Europe is very likely which is bound to be the most immediate, visible consequence of the new copyright laws.
  • A rise in copyright infringement lawsuits is to be expected, unless we are doubly careful in our working lives.
  • Just as freedom of expression does not mean we can say whatever we like, freedom of internet use cannot exploit anyone’s work available on the internet, even if the owner has already allowed the work to be published without restriction on another website. Having said that, internet freedom will not be jeopardized if platforms pay for copyrighted content. This is the best way forward since it is the most practical and doable.

Although a closer look at the current amendments reveals some ambiguous phrasing that needs to be clarified, there is no doubt that the EU Copyright Directive Amendments are aimed at harmonizing the perception of all intellectual property in the digital age and paying for its digital use in all member states. Maltese copyright laws are already in line with EU directives making us obliged to follow the rules even if they get stricter.

Cutting through the legal jargon we must all remember that life is not a free ride.

11 Dec 2018

Managing the Christmas staff party :GMX Tips

The Christmas bash is often the only work event that embraces everyone in the business, and throws together individuals with polarised social, religious and political beliefs. Toss in some free alcohol and a dash of end of year fever and you have the perfect cocktail for an inappropriate comment or gesture which could lead to an employment tribunal claim.

 

 

 

The classic example is where a person makes a ‘joke’ about, say, sexual orientation; three people in the group laugh, but the fourth feels humiliated. Although the person who made the joke did not intend to discriminate, the employer could still be liable (as it is vicariously liable for the acts of its employees done in the course of employment), in addition to the individual who made the joke.

So ‘harmless banter’ at the office party could lead to an individual being on the receiving end of a formal grievance, being dismissed for gross misconduct.

Employers should therefore consider taking the following steps before the Christmas festivities begin:

  • ensure equal opportunities policies are up to date
  • at the office party, and other social events, offer a selection of food and drink that caters for different religions/ cultures
  • circulate clear written guidelines on equal opportunities and harassment, and the disciplinary sanctions that could result from breaches of the rules, including inappropriate secret Santa gifts and sporting offensive fancy dress costumes
  • comply with health and safety obligations – employers are responsible for the health and safety of employees both during, and on their way home from, the office party
  • remind staff about the social media policy, and the consequences of posting pictures online that could infringe an individual’s privacy rights and bring the business into disrepute
  • be clear about expectations regarding absence or a late start the following day – and ensure employees are treated consistently
  • ensure post party complaints are dealt with seriously and in accordance with company procedures

Laws and policies are not introduced to stop people having fun – but rather to allow everyone to feel at ease in their workplace and when socialising with colleagues. After all, Christmas time should be the season of goodwill for everyone.

10 Dec 2018

The Fiscal Advantages of Registering Aircraft in Malta

Commercial or private aircraft need a passport or identity card to fly. Hilarious? Ridiculous? The answer is neither for a means of identification is what registration of moveable property essentially is all about.  And like any type of seagoing vessel, aircraft is not bound to place of manufacture but to its operational headquarters. This basic premise, however, is much more than stating a legal requirement. For deciding where to register one’s aircraft unravels a list of legal, geopolitical and financial considerations which demand strategic thinking if one wants to make the optimum choice.

What renders Malta an ideal jurisdiction for aircraft registration?

A scrupulous legislation that incorporates the exigencies of the Cape Town Convention (aka the Cape Town Treaty) is the first attractive key factor, that is in turn augmented by the fact that Malta is an EU member state. In fact, Malta was one of the first member states to ratify the treaty on 1 October 2010 [Read ‘Malta’s Aviation Register Ensues Flying High’ for more comprehensive details].  Furthermore, apart from Maltese, the legal system in Malta is also written and conducted in English. The elimination of a language barrier plus factoring in the island’s convenient proximity to Europe, North Africa and the Middle East as well as a stable political climate point to three other significant advantages.

Fiscal benefits are an inevitable, crucial issue. Once again, Malta offers much more that its onshore EU jurisdiction. To begin with, Malta’s Aircraft Register is all-inclusive meaning it integrates both the the aircraft and mortgage registers. As a result, details of ownership, technical data and third-party rights over the aircraft and its engines are available in a one stop shop manner. Ratification of the Cape Town Treaty entitles clients registering their aircraft in Malta to the ‘Cape Town discount’ which translates into a reduction on their borrowing costs. Operational costs are also significantly lower than other EU countries. In addition, Malta is an EASA certified state and has an FAA Category rating, so that safety and security standards are of the highest level.

The main financial incentives to register aircraft in Malta:

  • No import duty on the importation of civil aircraft into Malta.
  • No stamp duty on aircraft.
  • Income generated from the ownership, lease and/or operation of an aircraft or aircraft engine is exempt from Maltese tax since such revenue is deemed to arise outside Malta.
  • This foreign source rule applies regardless of the aircraft’s country of registration, or whether the aircraft has called at, or operated from a Maltese airport.
  • The VAT rate is based on airtime within EU airspace, the aircraft range in kilometres and the percentage of community use.
  • The use of private jets by non-residents is tax exempt since such use does not generate income Significantly, only private aircraft from countries listed below [Sidebar 1] are eligible to be registered in Malta.
  • Investment tax credits for any person carrying out repair, overhaul or maintenance of aircraft, aircraft engines and/or aircraft equipment registered in Malta.
  • Double taxation treaties enable further tax savings. [See Sidebar 2]
  • Elimination of currency conversion charges since companies can pay tax in any currency and receive tax rebates in any currency.
  • Competitive accelerated depreciation periods (6 years for aircraft airframe engine & overhaul; 4 years for aircraft interiors and other parts)
  • A flat 15% tax rate on minimum income of €75,000 up to maximum of €5,000,000 by virtue of Legal Notice 106 of 2011 applies to the renumeration of employees who are resident but not domiciled in Malta and who fall under the Highly Qualified Persons Rules. Income in excess of €5,000,000 is tax free. These persons comprise: Chief Executive Officers, Chief Financial Officers, Chief Operations Officers and Chief Commercial Officers.
  • A flat 15% tax rate on minimum income of €75,000 up to maximum of €5,000,000 by virtue of Legal Notice 306 of 2012 applies to income from specified employments with companies holding an Air Operators’ Certificate issued under the terms of Article 4 of the Civil Aviation Act. This benefit also applies to personnel resident but not domiciled in Malta and includes the roles of Aviation Accountable Manager, Aviation Continuing Airworthiness Inspector, Aviation Flight Operations Inspector, Aviation Training Manager and Ground Operations Manager.

The impetus to promote Malta as a regional aviation hub has also enticed the likes of Lufthansa Technik to open their MRO workshop and training centre here in 2002 subsequently followed by SR Techniks, MCM, Medavia and Bravo Aircraft Technical Services Limited. Their presence offers ample proof of Malta’s appeal for stakeholders in the aviation industry.

While it would be unfair and unrealistic to compare Malta’s Aviation Register with the unequivocal success of its shipping counterpart, registering one’s aircraft in Malta seals an excellent deal.

GMX has considerable experience in advising clients in the aviation sector.

The firm offers the following services in relation to Aviation:

Registration of Aircraft;

Sale and Purchase Agreement;

Charter and Lease Agreements;

Finance and Securitization;

Maintenance,

Repair and Servicing Agreements;

Claims against carriers;

Operational structures and tax planning;

Negotiations and drafting of aviation related services agreement;

Air Operator Certificates; and

Air Services Licenses.

Legal Support

For further information about how GMX can help you with your aviation law requirements kindly contact us.

4 Dec 2018

Malta’s Aircraft Register Ensures Flying High

Aviation in Malta is an evolving success story. The island is attracting more and more multinationals to establish their flight operations in the heart of the Mediterranean because Malta ticks all the right boxes when it comes to a sound legal framework, highly competitive registration fees, favourable tax treatment, EU membership and above all compliance with the Cape Town Convention.

 

Legislation

 

Enacted in October 2010, the Aircraft Registration Act, 2010 (Cap 503) was tailormade to meet the obligations of the Cape Town Convention that came into force 14 years ago after being signed in 2001 and whose primary aim was to standardize transactions comprising movable property. The treaty subsequently paved the way to the Aircraft Protocol (2004) which applies specifically to aircraft and aircraft engines. As a result, Malta’s aircraft legislation follows the international standards set by the Cape Town Treaty – a most sagacious step since it offers prestige while being flexible enough to respond to the industry’s altering dynamics which to date cover:

 

  • various types of owners
  • real rights
  • guarantees
  • mortgages
  • default remedies

 

Furthermore, registration is also open to private aircraft, aircraft engines and aircraft still under construction if the airframe is uniquely identifiable, therefore incorporating sub-sectors of both commercial and private planes. The entire legal framework is also available to OECD jurisdictions.

Significantly, trusts are also covered with assiduous care. Registering an aircraft under terms of a beneficial trust is subject to due diligence procedures enabling the Director General responsible for Civil Aviation in Malta to identify the actual beneficiaries without forfeiting confidentiality of the trust arrangement that itself is subject to trust law.

At the same time, the Director General is obliged to safeguard the confidential nature of any trust agreement despite disclosure of beneficiary identity for registration purposes. This essentially means that the Malta aircraft register is based on rigorous legislation and strict confidentiality to deliver a top-of-the league flag.

Given that aircraft offer a prime example of an exorbitant asset, Malta’s aviation laws also deal with fractional ownership which is gaining in standard business practice. The main advantage of collective ownership is the burden sharing of purchasing, leasing and operational costs. Flexibility of schedules comes next, closely followed by familiarity and comfort since unlike making use of chartered planes, fractional owners use the same aircraft. There is also a considerable list of perks. Yet like any ownership agreement, legal procedures must be followed and adhered to. Besides, the intricacies involved in multi-proprietorship clearly render legal protection mandatory.

 

 

Financial Benefits

 

Competitive registration fees which exclude import and stamp duty on the importation of civil aircraft into Malta combined with tax exemption for any income arising outside Malta and double taxation agreements offer attractive tax planning opportunities for airline and aviation operators who opt to set up operations in Malta. More so since income derived from the possession, leasing or operation of aircraft or aircraft engines is deemed to have arisen overseas and is therefore not liable to tax payment in Malta. This tax exemption is pertinent whether the aircraft calls to, or operates from, Malta irrespective of where it is registered.

In addition, tax treatment of finance leasing of aircraft distinguishes between under and over 4-year duration. The recent introduction of private aircraft leasing has also inspired a VAT treatment aimed at reducing the percentage of lease charges. The VAT rate is based on airtime within EU airspace, the aircraft range in kilometres and the percentage of community use. Moreover, since the use of private jets does not generate income, such use is not subject to tax liability.  The same can be said for fringe benefits resulting from the use of a private aircraft by non-residents.

Malta’s meticulous legislation and efficient tax system renders it an ideal jurisdiction for stakeholders in the aviation industry.

 

To find out more please click here or contact us

 

3 Dec 2018

IGaming – A world of opportunities

Malta is one of the most important gambling hubs in the world, pushing to bring more operators to our shores. The gambling industry makes up around 12% of the annual GDP of the country, so it’s big business here. Many more operators are also locating to Malta, as Brexit has an impact on Gibraltar. It seems that the Maltese government have put themselves in a real position of power with this new regulation- The Gaming Act.

It will be easier now for operators to gain their licence, which is ideal for smaller operators or affiliates that want to bridge that gap. This speedier process will be sure to have a massive impact on the gambling industry around the world.

Malta’s reaction to the phenomenon of high-tech innovation and increased player interactivity has been commendable. Rather than stifling the industry by imposing penalties and straight-jacket rules, Malta set out to address the issue with a fresh outlook. Malta’s Regulations are considered to be a benchmark of regulatory excellence.

Malta has reacted to gaming in a prudent yet pragmatic manner. Gaming in Malta is regulated by a legal framework applicable to gaming operators and is approached by proper regulation rather than obliteration. This approach, mingled with high levels of player protection and industry supervision, has resulted in Malta being marked as the foremost gaming jurisdiction of choice linked with professionalism, regulation and trust.

As of 1st August 2018, the Gaming Act came into force incorporating the EU Technical Regulation Information System (‘TRIS’) process in accordance with EU Directive 2015/1535. A number of changes have come about as a result of the new legal framework affecting both present licensees as well as future companies interested in acquiring a gaming license in Malta.

The key changes are the following:

  • The new Gaming Act substitutes all former gaming legislation with a single act covering all gaming services provided in and from Malta and is supplemented by subsidiary legislation, codes, guidelines and directives.
  • The former 4 class multi-license system have been replaced by two main licenses:
    Gaming Service license, the B2C license by means of which the Licensee is able to offer or carry out a gaming service; and
  • Critical Gaming Supply license, the B3B license by means of which the Licensee is able to provide or carry out a critical gaming supply.
    The license period of validity has been increased to ten years from its previous duration of five years. This is welcomed by existing licensees as the extension allows for stability over a longer period of time.
  • The new law has brought about the introduction of certification of ‘material supply’ by suppliers providing non-critical gaming suppliers. ‘Material Supply’ or ‘Material Gaming Supplies’ is defined as a gaming supply of such importance that any weakness or failure in its provisions could have a significant impact on the operator’s;
    • To meet the obligations under the applicable legislation: or,
    • To manage risk related to such supply; or
    • To continue in business
  • The following types of gaming supplies shall constitute material gaming supplies:
    Manufacturing, assembling, placing on the market, distributing, supplying, selling, leasing or transferring a gaming device;1. Providing risk management services for the operation of a licensable game;
    2. Providing event, content and, or odds;
    3. Providing fraud management services for the operation of a licensable game;
    4. Holding and, or managing player funds;
    5. Providing services relating to customer due diligence;
    6. Providing services related to player identity verification;
    7. Providing co-location services and other managed information technology services, including cloud computing services and, or decentralised hosting protocols where the latter do not amount to a critical gaming supply; and
    8. Providing back-up and disaster recovery services.
  • Taxation of gaming services have been consolidated and a gaming tax of 5% of the Gross Gaming Revenue generated by B2C Licensees is applicable and applies where gaming services are offered to any player who is physically present in Malta at such time when the game is provided.
  • A Compliance Contribution based on the game type as well as annual revenue is applicable to B2C Licensees; B2B operators are exempt from gaming tax and required to pay fixed fees established by the new law;
  • Key functions have replaced the all-encompassing role of the Key Official. The new law brought about the division of this role into a number of key functions and all of which must acquire MGA’s prior authorisation and those responsible for key functions may only be natural persons.

The MGA will ensure that such persons are:

(i)Fit and proper persons
(ii) Competent
(iii) Ready to provide the MGA with required information.

  • Regulations enhancing responsible gaming, underage player and fair advertising rules have also been implemented to safeguard players and the industry as a whole.

We assist new operators to set up shop in Malta.

GMX is fully geared to assist gaming operators in their corporate, licensing and compliance requirements.

What are the reasons for relocating or opening up a new iGaming business in Malta?

  • An advantageous tax system
  • Low and competitive operating costs
  • Wide network of consultancy services for operations
  • A benchmark IT and Internet infrastructure locally
  • Customer service with an ever expanding variety of languages
  • Ample office spaces on a small island with easy reach to accommodation
  • Efficient transport system and proximity of accommodation, entertainment, services
  • Quick setups and installations of office equipment with high standards
  • Being an island with 300+ sunny days a year

Our services include:

  • Company incorporations and operational setup
  • Assistance through license application process in all classes
  • Auditing, due diligence and accountancy
  • Liaising with the Malta Gaming Authority (MGA)
  • Drafting and signing of contracts with hosts service providers and legal
  • Drawing up of contracts of service and indemnification agreements
  • Other services and contracting of 3rd parties

For additional information kindly contact GMX.