Updated: April 24, 2025
The Cyprus Companies Law Cap 113 is based on the English Companies Act of 1948. It was initially written in English and then translated into Greek. It has undergone many changes throughout the years.
A Cyprus Company is a legal entity established under the Law on Companies (Chapter 113) to conduct legal activities. A company in Cyprus can have five alternative forms:
The private company limited by shares is the most widely used. It is used for business activities in Cyprus and internationally by foreign investors.
A key aspect of a company is that it is a separate and independent legal entity. This means it is considered a legal person entirely separate from those who establish, manage, or own it.
Therefore, company members are not personally responsible for the debts or other obligations of the company. As a result, they can not be sued by the creditors of the company.
The Department of the Registrar of Companies and the official receiver is part of the Ministry of Commerce, Energy and Industry. The head of the Department is Mrs. Irene Mylona-Chrysostomou.
It is divided into three sections:
The department is responsible for the registration and keeping of the register of the following:
It also must manage the assets of insolvent companies and individuals.
To register a company in Cyprus, you need the following:
The lawyer submits the company for registration. The registrar will confirm that all submitted documents comply with the relevant laws and regulations. The company registration is then published in the Official Gazette, and a certificate of incorporation is issued.
Issuing the certificate of incorporation marks the beginning of the company's legal existence.
Read more about the Cyprus company formation procedure.
Each company is obliged to register in the Tax Registry within sixty (60) days of its establishment. On registration, a tax identification number (TIN) is given.
Also, in some instances, a company needs to be included in the VAT register:
Compulsory:
When the value of taxable transactions of goods and services exceeds €15,600, this amount is calculated for the previous 12 months or must be reported within the next 30 days.
Voluntary:
Employers must register in the Register of Employers of the Social Security Services.
Trademark registration is also essential to secure the company's rights and distinguish products and services in the market.
The company must inform the Registrar of Companies of any changes that have been made. Those include the following:
Once such a change is submitted, the registrar issues the new certificate.
The company must prepare audited financial statements at the end of each tax year. Those are submitted to the Tax Department together with the tax return.
Additionally, the company prepares and submits the annual return (HE32) once a year. This is submitted with a copy of the financial statements.
In addition, the company must pay the annual levy, which is € 350 (until June 30 of each year).
What is the company law cap. 113 in Cyprus?
Company law cap. 113 is the Companies Act of Cyprus, which details the process of registering a company and outlines the requirements for compliance and operation. It is based on the British Companies Act.
Are financial statements public according to the Cyprus Companies Law?
Under Cypriot law, the financial statements of public limited companies are publicly available, while those of private limited companies are not.
What are the requirements for a company in Cyprus?
The requirements for a company in Cyprus include an approved company name, a registered office within the Republic, a memorandum and articles of association, at least one director and one shareholder, and a secretary. While there is no minimum share capital requirement, EUR 1,000 is recommended, and the number of shareholders is limited to 50.
Do all companies have to prepare financial statements?
Yes, all companies in Cyprus are required to prepare financial statements that accurately represent the company's financial position. The first statements must be filed within 18 months of incorporation, followed by annual submissions.
How to register a company in Cyprus?
To register a company in Cyprus, you need to work with a local lawyer licensed by the Cyprus Bar Association. The lawyer will handle name approval, prepare the necessary paperwork, and file the Memorandum of Association and other relevant documents with the Cyprus Registrar of Companies. After registration, the company must be registered for tax and social insurance. The lawyer will also assist in setting up a business bank account and guide compliance requirements.
George K. Konstantinou
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