MALTA Law and Practice Contributed by: Andrew J. Zammit and Krista Hili, GVZH Advocates
11. Enforcement 11.1 Powers The enforcement measures that the MGA can adopt are as follows: • an order directing the authorised person to do something, refrain from doing something or other- wise correct its conduct and/or operations; • a warning directing the authorised person to do, or refrain from doing, something in the future; • adding, removing or amending conditions attached to the authorisation held by the relevant authorised person; • in the case of a breach that does not constitute an offence under the Gaming Act, imposing an admin- istrative penalty in accordance with Article 25 (3) of the Gaming Act; • in the case of a breach that does constitute an offence under the Gaming Act, filing a report to the Executive Police for the commencement of criminal proceedings; and • suspending or cancelling a licence. 11.2 Sanctions The MGA has, in various situations, also suspended and cancelled a licence in cases of a breach. In fact, pursuant to Article 7 (1) of the Gaming Compliance and Enforcement Regulations (SL 583.06), the Author- ity has the right to commence a formal investigation when it suspects that there is a breach of any appli- cable regulatory instrument, or if it believes that such authorised person is no longer fit to hold such authori- sation. In these circumstances, a notice of suspension or cancellation is served on the authorised person. Further to this, suspension or cancellation of the authorisation does not affect any obligation(s) of the authorisation holder for anything done or omitted to be done, or for any amounts due that may have already accumulated prior to the date of suspension or cancellation. 11.3 Financial Penalties Financial penalties are enforced as certain, liquid and due money claims against the licensee through the normal enforcement procedures available under Maltese law. These generally consist of the filing of a
pursuant to the Commercial Communications Regula- tions, to ensure that all commercial communications are socially responsible. Any direct or indirect refer- ence to COVID-19, or any related circumstance, is considered to amount to a breach of this regulation. 10. Acquisitions and Changes of Control 10.1 Disclosure Requirements Article 37 (2) of the Gaming Authorisations and Com- pliance Directive (Directive 3 of 2018) requires opera- tors licensed by the MGA to notify the Authority of any change in their direct or indirect qualifying share- holdings no later than three working days after the change. All documentation required by the MGA as part of the notification process for the approval of the new qualifying shareholder must be submitted to the Authority within 30 days of the change in sharehold- ing taking effect. Changes in the shareholdings of a licensee representing less than 10% of the operator’s issued share capital, either directly or indirectly, will not require the Authority’s approval. If the MGA takes the view that the change in direct or indirect shareholding has the effect of prejudicing the fitness and propriety of the licensee, or otherwise hin- ders its suitability for a licence, it may order the licen- see to reverse the transaction, reverting to the status quo ante within a timeframe established by the MGA. 10.2 Change of Corporate Control Triggers Gaming licences are not transferable, unless between entities forming part of the same corporate group. However, in the case of a change of corporate control, the continuance of the licence will be subject to the MGA’s vetting and approval of the new owners, and of any incoming directors and/or key function holders. 10.3 Passive Investor Requirements Passive investors are caught by the general change of control rules outlined in 10.1 Disclosure Require- ments .
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