In this article, Nick Curmi, Partner at Ganado Advocates and head of the firm’s capital markets practice, discusses why Maltese family businesses should view going public not as giving up control, but as an opportunity to strengthen governance, facilitate succession, unlock capital and build a business capable of lasting across generations. Ganado Advocates, together with Zampa Partners, will be hosting the Family Business Forum on the 4th of November 2026 at Villa Arrigo in Naxxar.
Ask a Maltese family business owner why they have never considered the Malta Stock Exchange, and the answer is rarely cost or paperwork. More often, it is the fear of losing control of a business built over years, sometimes generations. That concern is understandable but often misplaced.
Raising money from the public and listing on the Malta Stock Exchange does not mean giving up the keys. It means embracing greater visibility, stronger governance and the discipline that can help businesses endure. The real question is what Maltese family businesses stand to gain, not give up, by going public.
The capital markets offer two main financing options, debt and equity, each with different implications for ownership and control. A bond is essentially a loan from the public. Bondholders are given a transferable debt instrument with a coupon but they generally have no vote, board position or say in strategy. The growth of the Maltese Stock Exchange over the years has largely been built on this particular instrument, with companies in various sectors raising tens of millions of euros without giving up a single share.
Selling shares is where an owner’s concerns may have more substance, although less than many founders assume. Historically, one of the biggest deterrents to an initial public offering (IPO) of shares has been the 25% minimum free-float, requiring at least 25% of a company’s shares to be made available to the public as a condition for listing.
From a control perspective, however, a 25% dilution does not necessarily mean losing control. Unless special rights are granted to minority shareholders in the company’s memorandum and articles of association, a shareholder retaining 75% will still effectively control the business, being able to pass all shareholder resolutions (even those requiring a supermajority vote).
New shareholders are entitled to transparency, can vote on shareholder matters and have various rights under Maltese and EU law. However, holding a minority stake does not, by itself, give them the ability to appoint directors, block shareholder resolutions or directly manage the business, which remains the responsibility of the board and senior management.
There is also an important recent development. The EU Listing Act reduced the minimum public float to 10%, while allowing member states to impose alternative requirements to ensure adequate distribution among public shareholders. In Malta, the MFSA has proposed a reduced 10% free float subject to additional requirements aimed at addressing liquidity concerns. Although this proposal still requires transposition into Maltese law, it is expected to allow many equity issuers to list with a public float below the existing 25% and closer to the new 10% minimum.
The free-float requirement is not only about control. Some family owners simply do not want to sell a large portion of an asset they have spent decades building. That is understandable, but it must be balanced against what they receive in return: compensation when existing shareholders sell, or capital for future growth when the company issues new shares. The family’s remaining stake may ultimately represent a smaller percentage of a larger, better-run and more profitable business.
Another common concern is privacy. Family business owners may fear that listing means disclosing confidential information. In reality, disclosure requirements focus on disclosing material information investors need to make informed decisions, not every commercially sensitive detail.
Ultimately, the concerns surrounding dilution, control and disclosure need to be considered alongside the broader benefits of becoming a publicly listed company. For a family business, perhaps the more important question is not “How will these changes hurt the business?” but “How can I make this business capable of thriving when I am no longer the one holding it together?”
What may initially feel like a concession can become part of the solution. Independent directors can guide the next generation, while a public market valuation can provide liquidity for family members who want to exit without disrupting the involvement of those who wish to remain long-term owners and managers of the business. Stronger governance can also help a company survive beyond two or three generations, strengthening continuity, credibility and resilience over the longer term.
The free float, disclosure and independent directors are not simply the price paid for capital; they are the infrastructure a family business needs to endure. The real prize is not the capital a listing brings in the door, but the opportunity created for effective succession planning. If financing is the only objective, there is always the bank, which depending on the circumstances might sometimes be a better option, but that is another discussion altogether.
For more information and to apply for the Family Business Forum 2026, please click here.
This article was first printed in The Corporate Times on the 27/09/2026.
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