Cyprus Company Incorporation
The following are the requirements for incorporation which must be submitted to the Registry of Companies:
- The Memorandum and Articles of Association.
- A list of the names of directors, the secretary’s name and necessary details.
- The address of the company’s registered office.
- A lawyer’s confirmation verifying compliance with the formalities required for incorporation by The Companies’ Law.
The Memorandum of Incorporation should state the name of the company with the word “limited” in the end, the primary purpose for which the company is incorporated, the extent of the shareholder’s liabilities, the amount of authorized and issued capital contribution and the names of subscribers and their corresponding number of shares. The Articles of Association should contain the company’s internal rules and regulations which would govern the activities of the company in the ordinary course of business. The Company’s Law does not provide a maximum number of directors but requires that a corporation must have at least one director. A director may be a local or a foreigner, however it is highly recommended that there should be a local director in order to maintain a more effective and efficient operation in Cyprus. The company should also maintain a registered office where orders, notices and other legal documents may be served upon the company.
A company seeking incorporation in Cyprus is not restricted with high capital requirements. Not all of the authorized capital stock of a corporation is required to be subscribed and paid. In the case of limited liability companies, the Company’s Law only requires a minimum of one share and at least one registered stockholder.
Investment and doing business in Cyprus is open for both local and foreign companies. The Company Law provides opportunity for foreign companies to establish their branches in Cyprus with approximately the same requirements as that of domestic corporations. The following are the documents that should be submitted to the Registry of Companies by overseas companies intending to establish a branch in Cyprus:
- A certified original copy of the Memorandum and Articles of Association or such other document proving the creation of the corporation;
- A list of the names of directors, the secretary’s name and necessary details;
- The name and address of the Resident Agent in Cyprus who is authorized to receive official documents on behalf of the corporation.
The above-listed documents must have certifications by “Apostil” issued by a notary public from the country of origin of the foreign company.
Aside from the ease of incorporation in Cyprus, the country’s liberal and investor-friendly tax system has succeeded in enticing numerous entrepreneurs to choose Cyprus as their place of business to capitalize on their profits. Cyprus is currently considered as the ideal place to choose in setting up a holding company. Cyprus’ tax system imposes a corporate tax of as low as 12.5% which is considered as one of the lowest in the European Union. The tax system also provides freedom from the payment of capital gains tax arising from the disposal of real properties held outside of Cyprus. Cyprus has also entered into more than forty double-tax treaties enabling investors to lessen the tax burden on their business. All of the above benefits contribute in making Cyprus a suitable country for investing and business transactions.