Company registration in Cyprus - YB Case 2024
Registration period in days: 7
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Cyprus

Company registration in Cyprus

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You can register a company in Cyprus by visiting our office in person or remotely via the Internet

Features of jurisdiction

Cyprus is one of the most popular places in Europe for establishing a business among entrepreneurs from the former Soviet Union. A combination of factors such as expensive company maintenance, bringing domestic legislation in line with pan-European standards, and low reputation in the global market has led to Cyprus losing its status as a favorable jurisdiction for profitable company registration in Europe. The country has high and strict requirements for all new companies.

  • The most popular areas of business

    Due to its territorial location and domestic policy, Cyprus's most popular areas of business activity are IT, tourism, financial services, and maritime transport.

  • Possibility of remote registration

    Remote incorporation of a company in Cyprus is possible.

  • Corporate taxes

    Corporate tax in Cyprus is 12.5%.

  • Attitude towards foreign investors

    Cyprus is open to foreign investment, making it a sought-after country for foreign entrepreneurs to set up a business.

  • Banks

    Bank of Cyprus, RCB Bank, Eurobank Cyprus, Astro Bank, Hellenic Bank, Alpha Bank Cyprus.

  • Legal system

    The legal system of Cyprus is based on the English standard law system, similar to the UK and Singapore.

The company registration process in Cyprus

Company registration takes 1 week. It includes the following stages:
Initial consultation
Meeting with YB Case representatives at the Cyprus office to clarify the details and requirements of the client. Start of the company incorporation process in Cyprus (initial consultation is possible in a remote format).
Name reservation
The company name must be unique, and approved by the Companies Register. The name can be in Greek if accompanied by an English translation and must end in "Limited" or "Ltd".
Filing an application for company registration in Cyprus
The articles of association and memorandum of the company are prepared and notarised, the applicant signs all the necessary documents which are submitted to the local regulator for review.
Review of the application for registration of a Cyprus company by the regulator
After receiving all the necessary documents, the regulator (the Trade Register) reviews the application and decides on the company incorporation in Cyprus.
Receipt of the certificate of incorporation
Following the authorisation of the company in Cyprus, the founders receive a certificate of incorporation containing the company's registration number. The company must then register for tax purposes in Cyprus. A licence is required for certain activities.

Primary prerequisites

  • Minimum paid-up capital of EUR 1
  • Minimum one shareholder
  • Registered local address
  • Minimum one director (no residency requirements). 1 local director is recommended, which will enable the company to obtain a tax number and be active
  • Company secretary (usually resident)
  • Filing of financial statements once a year
  • Annual AGM (may be held remotely)
Company registration in Cyprus

Company registration in Cyprus

Enrolling a corporation in Cyprus is a captivating commercial determination, notably for global visionaries. Cyprus' topographical placement forges a business nexus amidst Europe, Asia, and Africa and empowers intrigued individuals or entities to employ it for worldwide maneuvers.

The Republic of Cyprus is a moderately petite nation that has solidified itself as a pivotal hub for bartering, possession, and maritime firms, intelligence, and fiscal technology enterprises.

Company in Cyprus: Advantages

Cyprus' triumph as an investment haven can be ascribed to its avant-garde statutes, judicious governance, substantial investment in erudition, and a well-elaborated network of fiscal and adept service purveyors. One of the paramount privileges for those contemplating to enroll an overseas entity in Cyprus is the propitious fiscal regime of this jurisdiction (corporate revenue levy is merely 12.5%). Additionally, the Isle harbors a assorted contemporary economy with elevated proceeds.

Fiscal inducements are accessible for specific realms of trade, magnetizing fledgling entrepreneurs. Cyprus is a consummate adherent of the European Union and relishes the boons bequeathed by the EU Directives. It is noteworthy to mention the comparably meager cost of overseas enrollment in Cyprus.

Considering Cyprus' inclusion in the Eurozone, the Euro was embraced as the domestic currency in 2007. Consequently, there are no curbs on currency interchange and limitations on repatriation of gains and capital in this jurisdiction. The administration has endorsed over 60 DTA agreements, encompassing those with the UK, USA, PRC, India, Germany, France, South Africa, and Singapore.

Contemplating solely the fiscal perks, there are no levies on incoming and outgoing dividends, which is advantageous for those intending to initiate a possessing enterprise. Capital gains are predominantly exempt from levies. For businesses financed by equity, the deduction of hypothetical interest can diminish the efficacious levy rate to 2.5 percent. Fiscal incentives for intellectual property establishments (subject to specific conditions) can curtail levies by up to 2.5 percent.

In what legal form to open a company in Cyprus in 2024?

Trade regulation is overseen by the amended Corporations Statute 2003, pursuant to which alien stakeholders may opt for one of the ensuing Disparate Investment Frameworks:

  • limited liability company (Ltd);
  • joint stock company;
  • consortium;
  • solitary merchant;
  • offshoot;
  • SE.

Enlistment as a solitary merchant is the most uncomplicated manifestation of enterprise. Singular merchants can transact on the enterprise's behalf, yet bear complete personal responsibility for the enterprise's commitments. There exist no statutory prerequisites for the bookkeeping or scrutiny of annual statements for singular proprietorships.

LTD registration in Cyprus

Enlistment of a Cyprus restricted accountability establishment is fashionable amidst alien investors (it may be established by both European Union and non-European Union inhabitants). The Limited Company must be sanctioned with the Registrar of Enterprises. The fundamental advantages that directly sway the resolution to enlist a Limited Company encompass a relatively uncomplicated configuration (at minimum two associates are requisite) and confined accountability of stakeholders by their contribution to the sanctioned capital. This manifestation of enterprise can be employed for a plethora of objectives. If the Limited Company is not deemed a corporation resident in the Republic of Cyprus, it is absolved from revenue levy.

The attributes of Limited Company hinge on its kind. The Enterprises Legislation identifies 3 kinds of Limited Company:

  • A private company limited by guarantee;
  • a private company limited by shares;
  • public company.

The prerequisites for enrolling a societal enterprise fluctuate contingent on the particulars of the enterprise and may involve a minimum stake pecuniary fund surpassing 25,000 euros. The Statutes Code governs the quantity of quotas for such enterprises. The participation to the sanctioned pecuniary fund is dispersed into quotas. The least number of equity partners in Unlimited Responsibility Company relies on the genre of framework. In the event of a secluded enterprise, there is no imperative for beyond one stakeholder, whereas the least number of equity partners for societal enterprises is 7 and the utmost number is 50.

Registration of a joint stock company in Cyprus

In the progression of instituting a PLC, the minimal quantity of stakeholders is singular, and the utmost quantity is quinquagintarian. The accountability of every stakeholder is confined to the tally of shares possessed by them. The entitlement to convey shares is circumscribed. To enroll a communal property syndicate in Cyprus, a solitary superintendent (inhabitant or foreigner) is satisfactory; committee congregations are permitted to transpire anywhere across the orb. A documented habitation in this realm and a custodian will likewise be mandated. The custodian is accountable for preserving the Log of Constituents, the Transcripts Tome where all committee convocations and determinations are chronicled, and the Log of Superintendents.

Partnership in Cyprus

To institute a universal concord, co-originators (minimum 2, maximum 20, devoid of habitation restrictions) with akin pecuniary aspirations ingress into a concordat of partnership. There exist no inaugural pecuniary prerequisites, no scrutinization requisites; the associates are accountable with their individual possessions. Monetary transactions in the semblance of a universal concord are permitted to encompass more than 10 associates. Within 1 lunar cycle from the epoch of foundation of a Cypriot concord, it must gain endorsement from the Registrar of Concordats.

Entire and confined associates can institute a restricted concord. The accountability of complete associates is boundless, whereas confined associates possess delimited responsibility for the endeavors of the concord, which is ascertained by the quantum of their capital endowment. Solely complete associates possess entitlements to the diurnal administration of the enterprise.

How to open a branch office in Cyprus?

Exotic establishments may institute a lawful manifestation in the Commonwealth via a limb bureau. To enlist a limb bureau in Cyprus, validated duplicates of the ensuing manuscripts will be requisite:

  • Components manuscripts of the progenitor corporation;
  • data concerning the governors and scribe of the exotic corporation;
  • the appellation and domicile of the empowered individual who has been accorded the entitlement to obtain any notifications on behalf of the alien entity.

If the alien entity is a pecuniary institution, indemnification or investment concern, then particular charters must be procured from the pertinent supervisory magistrates in Cyprus.

The revisions to the Firms Statute instated in 2003 as an element of the European Union accession progression have influenced the regulations concerning tendrils. Each distant syndicate (from beyond the European Union) that has infiltrated the Cyprian marketplace through the enrollment of a tendril must furnish, for each fiscal annum, duplicates of its financial records. For European Union syndicates, the decree avails for specific immunities. They are excused from submitting distinct tendril financial declarations if they disclose their financial declarations in their state of incorporation and tender them to the Registrar of Firms.

SE registration in Cyprus

Cyprus hath revised its Corporations Statute to execute the stipulations of Council Ordinance Number 2157/2001. The revisions were enacted by Modification Statute Number 98 (I) of 2006 and entered into efficacy on 7 July 2006. Hence, should thou be desirous of incorporating a European enterprise in Cyprus, thou shouldst keep in remembrance that a Societas Europaea can translocate its domicile from another Member Dominion to Cyprus (and contrariwise) without disbanding the corporation. There exist four conceivable manners to accomplish this:

  • Consolidation, i.e. a collective expansive corporation from dual constituent regions may institute an ES in this realm through amalgamation.
  • Possession, i.e. societal and concealed corporations from dual EU constituent regions may formulate a possessive consortium in Cyprus.
  • An offshoot, any lawful unit directed by societal or concealed jurisprudence from dual constituent regions (or the ES itself) can institute a progeny ES in Cyprus.
  • Transformation, when a collective corporation can transmute into an ES if it possesses a progeny in another EU Constituent Realm within dual cycles.

Crucial

Cyprus is one of the principal termini for enrolling domiciliary corporations in Europe. Their paramount fountain of revenue is dividends from the vendition of pecuniary assets to affiliates. Enrolling a domiciliary corporation in Cyprus affords you the opportunity to variegate the hazards and obligations of the progenitor corporation amidst its affiliates. Additionally, such a commercial framework circumscribes fiscal obligations, as it is feasible to institute the domiciliary corporation and the affiliate in disparate jurisdictions with propitious fiscal rates for each.

Instituting a domiciliary corporation in Cyprus.

A Cyprus domiciliary corporation possesses myriad fiscal benefits that render it an apt implement for intercontinental fiscal scheming and enhancement.

Cyprus proffers an unparalleled amalgamation of propitious involvement exemption stipulations on revenue emanating from intercontinental pursuits, employs an extensive lattice of dual levy agreements, and zero levy on any variety of disbursement executed anywhere in the globe.

The tax advantages of holding companies:

  • A Cyprus tribute inhabitant undertaking is absolved from tribute when it acquires dividends from another undertaking which is likewise a tribute inhabitant of the Republic of Cyprus.
  • Dividend revenue acquired from faraway lands is absolved from corporate tribute unless it is a tribute reduction in the dominion of the outlandish remunerating undertaking.
  • Any revenue from exchanging in "securities" is absolved from toll.
  • Dividends/interest disbursed by a Cyprus inhabitant undertaking to non-inhabitant shareholders, corporate or individual, are not tributable.
  • Under the tribute legislation, a Cyprus tribute inhabitant undertaking and a Cyprus perpetual institution are qualified for an abstraction for the hypothetical interest rate (NID) on the initiation of fresh assets into the undertaking.
  • Capital advancements are not embraced in the customary commercial gains of the undertaking but are taxed distinctly under the "Capital Gains Tribute Legislation."

Requirements and steps for registration of a company in Cyprus by a non-resident

The Conglomerates Edict encompasses specific stipulations for each variety of consortium. One paramount decree pertains to the nomenclature. This necessitates preemption in the enrollment procedure at the Register of Syndicates. It is frequently imperative to furnish 3 substitute appellations to scrutinize with the Cyprian recorders. If the envisioned Cypriot syndicate is anticipated to possess a nomenclature akin to that of its progenitor consortium, the Register will necessitate the concurrence of the progenitor institution to employ such a nomenclature.

The subsequent stride is the composition of the Commemorative and Treatises of Alliance. Legally, the integration of a Cyprian consortium will be sanctioned if all the requisites of sabstensa are satisfied, i.e., there subsists a indigenous bureau, the consortium is administered in Cyprus, half of the personnel are domiciled in Cyprus + a clerk is mandated by law.

Concerning the executive cadre, there must be at the minimum 1 supervisor, which can be indigenous or alien. It is suggested to engage an indigenous supervisor, which will empower the enterprise to acquire a tribute numeral and be operational. A minimum of 1 stakeholder is obligatory. A missive of endorsement from the treasury for each singular or consortium. The ensuing credentials are obligatory for each supervisor and treasury account undersignatories:

  • Replica of credentials.
  • Record concerning the habitation locale.
  • Record of citizenship.
  • An invoice for amenities no more than 3 lunar cycles old, affirming the extant address.

Subsequent to the notarization and submission of the aforementioned records to the Register of Enterprises, the subsequent post-registration procedures can be initiated. This encompasses validation with the fiscal strategizing and societal assurance authorities, inaugurating a Cypriot enterprise ledger, and procuring the pertinent charters and permissions (if imperative).

Kindly be apprised that inaugurating a financial institution ledger in Cyprus from a distance may prove rather arduous or potentially unattainable (hinging on the financial institution), as a majority of establishments necessitate individual presence during the endorsement of the pertinent documentation. A conventional assortment of records to inaugurate an account incorporates:

  • Firm certificates (shareholders' certificate, registered office, certificate of incorporation, director's and secretary's certificates).
  • MoA.
  • Recipient's ID (ID, passport and proof of permanent address).

Annual financial reporting and auditing requirements

If thou art intrigued in enlisting a corporation in Cyprus, thou shouldst be cognizant that scrutinized pecuniary attestations must be submitted annually with the Exchequer Bureau. The statutes stipulate that the overseer of the establishment must ascertain that the pertinent tomes of reckoning are systematically upheld and pecuniary attestations contrived. The audit must be executed by an auditor sanctioned under the decrees of Cyprus. Furthermore, an annual chronicle must be submitted with the Registrar of Corporations, imparting minutiae of the stockholders and the domicile of the indigenous bureau. Dereliction to adhere to these requisites exposes overseers to arraignment with the potentiality of a pecuniary penalty or incarceration.

What documents do I need to prepare to open a company in Cyprus?

Stakeholders desiring to integrate a corporation in Cyprus ought to ready:

  • duplicates of shareholders' travel documents (+ attestation);
  • affirmation of reserved entitlement;
  • Memorandum of Association (MoA);
  • particulars of executives, stakeholders, scribe;
  • affirmation from the financial institution of deposit into the account;
  • tenancy accord, wherein the lawful domicile in Cyprus is specified.

Taxes in Cyprus

Another of the predilections available to corporations incorporated in Cyprus is a propitious imposts stratagem. The typical revenue levy quotient is 12.5%. It is additionally conceivable to procure supplementary imposts immunities, such as immunity from imposts on dividends garnered from the mercantile pursuits of progeny or curtailed imposts on gains from the actualization of intellectual property entitlements, which diminish the CIT quotient to 7%.

Typical Value-Added Tax is 19%, but diminished quotients (9% and 5%) equally administer. Transfers of wares beyond the European Union are not susceptible to Cypriot Value-Added Tax.

Commencing 22 February 2021, an impost of 0.4% is imposed on the receipts from the transaction of all unmovable holdings under the extant dominion of the Republic. Capital Gains Imposts (CGT) at a quotient of 20% is imposed on gains from the transaction of unmovable holdings located in Cyprus or from the transaction of interests in corporations possessing unmovable holdings located in the Republic.

There is no impost on dividends apportioned to non-domiciled stakeholders or garnered from European Union progeny. As previously mentioned, alien investors can institute a tenancy enterprise to mitigate imposts.

Conclusion

Enrollment of an extraterritorial corporation in Cyprus consumes approximately 7 laboring days. This is among the most captivating European nations for financiers. This realm possesses not solely a spirited commercial milieu but also a robust pecuniary amenities sector with numerous score credit establishments. The propitious fiscal regimen of Cyprus, concomitant with an extensive lattice of duplicated tariff compacts, renders the realm a preeminence terminus for exotic financiers aspiring to solicit assistance in orchestrating mercantile pursuits in the EU marketplace.

You may procure more intricate enlightenment from YB Case connoisseurs during a deliberation on enrollment of an extraterritorial corporation in Cyprus.

Frequently Asked Questions
What manuscripts do I necessitate to formulate for enrolling a corporation in Cyprus?

You shall necessitate:

  • attested replicas of the passports of the stockholders;
  • a manuscript endorsing the extraordinary appellation;
  • Instrument and Bylaws Attested;
  • particulars of the stockholders and overseers;
  • intelligence concerning the designated corporate custodian;
  • Financial institution affidavit affirming the placement of funds;
  • verification of residence in Cyprus.
Can a stranger inaugurate an establishment in Cyprus?
Indeed, both indigenous businesspeople and non-dwellers can establish an enterprise in Cyprus.
Chronology and expenditure of establishment registration in Cyprus
Ordinarily, it necessitates approximately 7 diurns to inaugurate a Cyprus establishment. You can ascertain additional subtleties and the expenditure of initiating an establishment in this realm during a colloquy by reaching out to YB Case.
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