Malta's Capital Markets

The MFSA just put forward a proposal to make the free float rules for IPOs a bit more flexible, something that's been badly needed for a while now.

Right now, if a company wants to list on a regulated market in Malta, it needs to make sure that at least 25% of its shares are in public hands. That works fine in theory, but in practice, it's kept a lot of high-growth or founder-led companies away from the table, especially SMEs who aren't keen to give up that much control early on.

Now, the MFSA is suggesting a tiered system. In short:

• If a company has at least €100 million in market cap and 200+ investors, the free float can drop to as low as 10%.
• If the company is worth at least €50 million, same number of investors, then 15–24% is enough.
• If you don’t hit those marks, the 25% rule still applies.

They’re also planning to shift some of the oversight from the MFSA itself to the market operator, which is a good sign and it shows growing trust in the system.

This comes as Malta works to align with the new EU Listing Directive (2024/2811), which gives member states more room to make their markets more accessible. That directive needs to be implemented by June 2026 and the MFSA is moving early.

If this gets through, it could finally open the door for more listings. Not just volume, but better quality and more diversity in the kinds of companies that go public here.

Consultation is open until 16 July. Feedback is to be sent to capitalmarkets@mfsa.mt

For any other information or assistance, please contact us at info@gtg.com.mt

Author: Dr Ian Gauci