Cyprus Company Set Up - How we work

Procedure Explained

Once our Engagement is formalized by signing our ‘‘Management Agreement’’, the process begins.

Completion of the following questionnaires:

a. Cyprus Company Formation Questionnaire by client. We need to collect the details of the real beneficial owner of each newly formed company. In case of groups and corporate structures we will need the information all the way to the ultimate beneficial owner.
b. KYC (Know Your Client) -Individual Questionnaire
c. BAQ – in case a bank account is required, our Bank Account Questionnaire must be completed.

1. Approval of company name, by application to the Registrar of Companies. We will help you choose an appropriate company name for your company, and one which is also likely to be approved by the Registrar of Companies in Cyprus, so that you save valuable time during this process.
2. Appointment of Directors of the company. Choosing the appropriate board of directors is very important for tax and reliability reasons. We can help you choose the appropriate directors. We normally provide the Company Secretary.
3. Decide the registered shareholders of the company, between the beneficial owners or nominees.
4. Filing of Memorandum and Articles of Association with the Registrar of Companies.
5. Upon the incorporation of the company all certificates are issued. We ensure that the owners of the company are provided with copies of all corporate documents, properly legalized and translated where appropriate, from Greek into English, or any other language.

Information regarding the Cyprus Company:

The Memorandum of Association contains the name of the company, the registered office location, the objects of the company (which it is advisable that they should be as wide as possible to allow for any kind of business activity), a statement that the liability of members is limited by shares, the amount of share capital and the subscribers to the memorandum with their shareholding.

The Articles of Association contain rules governing the internal management of the company and regulating the rights of members among themselves. They can be changed by shareholders’ special resolution. They deal with matters such as general meetings, voting rights, transfer of shares, appointment and power of directors, dividends, accounts and audit.

Share Capital: There is no legal minimum or maximum. In practice companies are incorporated with EUR 5.000 authorised share capital of which EUR 1.000 are issued.

Shareholders: Every company must have at least one shareholder.

Directors: Companies are managed and controlled by the board of directors. A Cyprus private company must have at least one director. The appointment and removal of directors rests with the shareholders of the company.

From a tax planning point of view it is important that the company is managed and controlled in Cyprus. Accordingly it is recommended that the majority of the directors appointed are Cyprus residents.

Secretary: The existence of a secretary is required by law and his appointment is made by the directors. His role is to keep the company in good order with the Registrar of Companies, prepare and file annual returns, effect changes in the directors, shareholders, memorandum and articles of association and share capital. Additionally to prepare and keep minutes of all directors meetings and communicate with the Registrar of Companies on behalf of the company.

Registered office: Every company must have a registered office in Cyprus. It is the place where writs, summons, notices, orders and other official documents can be served upon the company.

Capital Duty: Capital duty is payable on the authorized share capital of the company. It is a flat rate of EUR102,52 plus 0.6% on the authorized share capital.