A Company name must necessarily end in “LIMITED” (no other suffix is allowed) and must be approved by the Registrar of Companies. This procedure usually takes 2-4 business days.
MEMORANDUM AND ARTICLES OF ASSOCIATION
To register a Company, Memorandum and Articles of Association must be prepared by a licensed law practitioner and filed at the Office of the Registrar of Companies. The Memorandum specifies the activities in which the Company may engage and the Articles of Association specify the rules governing the internal management of the Company.
The number of shareholders in a Company may be from 1 to 50. A shareholder can be a physical or legal person of any nationality. Details of shareholders such as their name, address and nationality, are part of the public record, however they may avail themselves of a nominee service by appointing a nominee shareholder, which we can provide by virtue of an agreement or a Deed of Trust for a reasonable fee.
A Cyprus Company should have a minimum authorized share capital of 1,000 Euros. The minimum issued capital is one share of 1.00 Euro.
DIRECTORS AND SECRETARY
The minimum number of directors is one. A director can be a physical or legal person of any nationality. Details of directors are part of public record; however our firm can provide a nominee director, if required, for a reasonable fee.
The Company must have a Cyprus resident secretary (an individual or a legal person). The same person cannot act as both the director and secretary, if the Company has only one director.
Every Company is required to have a registered office and address in Cyprus which should be notified at the Registrar’s Office.
OFFICES IN CYPRUS
A Cyprus company may operate from abroad or may have a fully-fledged office in Cyprus. There are certain regulations and procedures that must be fulfilled in case a businessman wishes to establish a fully-fledged office in Cyprus.
Company meetings need not be held in Cyprus.
Normally from 2 to 3 weeks, however a priority claim can be requested.
RECURRING MAINTENANCE FEES AS FROM 2ND YEAR
- Provision of registered office and registered address
- Provision of company Secretary
- Submitting of Annual Return
- Government Annual Levy. As from June 2011 all companies registered with the Registrar of Companies in Cyprus have to pay by 30th June in every year (irrespective of the date of incorporation) an annual levy of €350,00 in order to be considered in good standing and for their name to be retained on the register maintained by the Companies registry.
BASIC TAX PRINCIPLES
According to Cyprus Tax laws, Cyprus Companies are considered to be Cyprus tax residents by default and are taxed at 12.5% on profit. However, non-resident Companies are not subject to Cyprus tax provided that the Company management and control are exercised outside Cyprus and the Company does not derive any income in Cyprus. It should be noted that in such case the Company might not take advantage of the Cyprus double tax treaties network.
FIXED ANNUAL LEVY
As from June 2011 all companies registered with the Registrar of Companies in Cyprus have to pay by 30th June in every year an annual levy of €350 in order to be considered in good standing and for their name to be retained on the register maintained by the Companies registry.
DOUBLE TAXATION AGREEMENTS
Cyprus has concluded double tax treaties with: Austria, Armenia, Bulgaria, Belarus, Belgium, Canada, China, the Czech Republic, Denmark, Egypt, France, Germany, Greece, Hungary, India, Ireland, Italy, Kuwait, Kyrgyzstan, Lebanon, Malta, Mauritius, Moldova, Montenegro, Norway, Qatar, Poland, Romania, Russia, Singapore, Slovenia, South Africa, Sweden, Syria, San Marino, Serbia, Seychelles, Tadzhikistan, Thailand, Ukraine, United Arab Emirates, United Kingdom and USA.
FINANCIAL STATEMENTS AND AUDIT
A Cyprus Company must submit audited financial statements to local tax authorities and the Registrar of Companies. The Company Law requires that a Cyprus Company maintain proper accounting records in accordance with the International Accounting Standards. The first reporting period can be up to 18 months from the date of incorporation and thereafter financial statements must be prepared annually. A Cyprus auditor is required to be appointed.
OUR SERVICES FOR THE COMPANY FORMATION IN CYPRUS INCLUDE:
- Name check and approval
- Filling incorporation documents with the Registrar of Companies
- Registration Forms
- A standard set of original corporate documents
- Payment of government subscription tax on the authorized capital up to EUR 1,000
- Provision of registered office and registered address for one year
- Provision of company secretary for one year
- Registration with Cyprus Tax Department and obtaining a Cyprus tax number
- Rubber stamp
DOCUMENTS REQUIRED FOR THE COMPANY FORMATION
Please provide the following documents for all Directors, Shareholders, Beneficial Owners, Authorized Signatories:
- Notarized copy of valid passport.
- Original or Certified copy of utility bill / bank statement (as verification of residential address, dated within 3 months).
- Original or certified copy of Banker’s reference letter (dated within 3 months).
- In cases where shareholders and/or directors are corporate bodies, full apostilled set of corporate documents and Certificate of Good Standing (for companies registered more than 1 year).
IMPORTANT NOTE: LICENSABLE BUSINESS ACTIVITIES
If you conduct any activity without required license or authorization granted by a relevant authority in any jurisdiction, Agent Legal will not be able to assist you with the company formation or bank account opening related to such unlicensed activity.
Licensable activities include, but not limited to: provision of financial services involving trading/brokerage in foreign exchange, financial and commodity-based derivative instruments and other securities; offering investment advice to public; insurance and banking business; operation and administration of collective investment schemes and mutual funds; payment processing services; money exchange, money transmission or money brokering; asset management; safe custody services; gaming, gambling and lotteries.
Please contact us if you need our assistance in licensing of your financial, Forex brokerage or gambling company.
Shipping of corporate documents or banking kits to your destination requires an extra charge and will be automatically added to the invoice during checkout. Shipping costs for international courier services are set automatically and can vary from USD 75 to USD 95. The fees depend on the jurisdiction of your ordered company, the country where the bank is based as well as your destination country.