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A. Corporate Information
Shares and Corporate Governance
Board system
Single tier
Minimum number of directors
One
Nationality requirements for directors
None, under Company Law, but see separate memo regarding tax requirements
Corporate directors permitted?
Yes
Minimum number of shareholders
One
Nationality restrictions on shareholders
None
Company secretary required?
Yes. Can be a corporate company secretary. In the case of a sole shareholder owning the Cyprus company, the director and company secretary can be the same person
Nationality requirements for secretary?
None, but resident secretary advisable as annual returns and other documentation is in Greek
Currency for accounts and share capital
Any for both accounts and share capital
Minimum paid up share capital
Nil
Tax/duty (stamp duty) on issued share capital
0.6% (but not on share premium)
Registrations/Public Disclosure
EU Directives
As Cyprus is a full member of the European Union, all EU Directives are applicable
Audited accounts
Not required by company law for “small companies” – but in effect required as a result of tax office requirements
Registered office
Yes
Directors’ names
Yes (nominee directors are commonly used)
Shareholders’ names
Yes (nominee shareholders are commonly used)
Ultimate beneficial shareholders’ names
No disclosure to any government authority is required.
Ultimate corporate parent shareholder’s name
Yes, in a note to the Financial Statements
B. General Information
Cyprus – General Features
Basic corporate tax rate
10%
Corporate forms
Main corporate forms: Public and Private Companies, limited by shares; companies limited by guarantee; limited and general partnerships
Cost level
Low
Currency
Euro
Economic stability
Good; during the last ten years, the economy of Cyprus has demonstrated solid growth, and government committed to macro-economic stability and its commitment to low inflation, low interest rates and high growth.
Legal system
The Cyprus Company Law, Chapter 113, based on the English Companies Act of 1948.
Political stability
Very stable
Telecommunications infrastructure
Cyprus has good telecommunication links with the rest of the world. There are good postal and courier services.
Memberships
EU, the Commonwealth of Nations (previously known as the British Commonwealth)
C. Government Charges, Fees, etc.
Annual Government charges
Annual charges
none
Transaction Based Government Costs
Share transfer duty
Nil
Companies Registry Initial Registration Fee
Flat fee of EUR 102 plus 0.6% of the nominal value of the authorised share capital with no upper limit; usually minimised by using low issued capital and high share premium.
D. Formation Procedures for a Cypriot Private Limited Company
Name
Name checking can be done online, but formal approval required before a name can be used.
Shelf Companies
Commonly used; immediately available.
Formation of new companies
Memorandum and Articles in Greek drafted by a Cypriot lawyer, signed by one or more subscribers, submitted to the Company Registrar.
Time span for forming new companies
7 to 10 working days
E. Taxation of Cypriot Private Limited Companies
Residency
The management & control principle is the sole test of residency for tax purposes (see separate memo).
Company tax rate (flat rate)
10%
Other
Special contribution for defence at 15% on amount of dividend received – but subject to various exemptions (exemption is usually the case, not the exception).
Balance sheet based taxes
None
Taxed on
Worldwide (global) basis; the net profits of the company are in principle taxed; capital gains are not taxed (see below)
Exempt from tax on
Dividends received under certain conditions
Capital gains
Not taxed, unless directly or indirectly on the sale of Cypriot real estate
Interest withholding tax
Nil
Dividend withholding tax
Nil
Royalty withholding tax
Nil in most cases
Double tax treaties with
Cyprus boasts an extensive network of double tax treaties, currently with almost 50 countries, including countries in North America, Western and Eastern Europe as well as emerging markets such as India and Russia.
Parent Subsidiary Directive + other EU Directives with:
26 other EU countries, plus Switzerland.
Capital tax on issue of share capital
0.6% (not on share premium).
Thin capitalisation rules
None
CFC rules
None
Tax year
Calendar year
Advance rulings
Readily available
For further inquiries:
Mr Charles Savva – c.savva@savvacyprus.com
+357 22 516 671 (office line)
+357 22 516 672 (fax line)
Cyprus Companies, General Fact Sheet
Unless otherwise stated, the following applies only to a Private Limited Company
A. Corporate Information
Shares and Corporate Governance
- Board system : Single tier
- Minimum number of directors : One
- Nationality requirements for directors : None, under Company Law, but see separate memo regarding tax requirements
- Corporate directors permitted? : Yes
- Minimum number of shareholders : One
- Nationality restrictions on shareholders : None
- Company secretary required? : Yes. Can be a corporate company secretary. In the case of a sole shareholder owning the Cyprus company, the director and company secretary can be the same person
- Nationality requirements for secretary? :None, but resident secretary advisable as annual returns and other documentation is in Greek
- Currency for accounts and share capital : Any for both accounts and share capital
- Minimum paid up share capital : Nil
- Tax/duty (stamp duty) on issued share capital : 0.6% (but not on share premium)
Registrations/Public Disclosure
- EU Directives : As Cyprus is a full member of the European Union, all EU Directives are applicable
- Audited accounts Not required by company law for “small companies” – but in effect required as a result of tax office requirements
- Registered office : Yes
- Directors’ names : Yes (nominee directors are commonly used)
- Shareholders’ names : Only the registered shareholder is disclosed, and nominee shareholders are commonly used and are not disclosed to any Cyprus authority.
- Ultimate beneficial shareholders’ names : No disclosure to any government authority is required.
- Ultimate corporate parent shareholder’s name : Yes, in a note to the Financial Statements
B. General Information
Cyprus – General Features
- Basic corporate tax rate : 10%
- Corporate forms : Main corporate forms: Public and Private Companies, limited by shares; companies limited by guarantee; limited and general partnerships
- Cost level : Low, particularly in comparison with Netherlands, Luxembourg, and even Malta.
- Currency : Euro
- Economic stability : Good; during the last ten years, the economy of Cyprus has demonstrated solid growth, and government committed to macro-economic stability and its commitment to low inflation, low interest rates and high growth.
- Legal system : The Cyprus Company Law, Chapter 113, based on the English Companies Act of 1948.
- Political stability : Very stable
- Telecommunications infrastructure : Cyprus has good telecommunication links with the rest of the world. There are good postal and courier services.
- Memberships : EU, the Commonwealth of Nations (previously known as the British Commonwealth)
C. Government Charges, Fees, etc.
Annual Government charges
- Annual charges : none
Transaction Based Government Costs
- Share transfer duty : Nil
- Companies Registry Initial Registration Fee : Flat fee of EUR 102 plus 0.6% of the nominal value of the authorised share capital with no upper limit; usually minimised by using low issued capital and high share premium.
D. Formation Procedures for a Cypriot Private Limited Company
- Name : Name checking can be done online, but formal approval required before a name can be used.
- Shelf Companies : Commonly used; immediately available.
- Formation of new companies : Memorandum and Articles in Greek drafted by a Cypriot lawyer, signed by one or more subscribers, submitted to the Company Registrar.
- Time span for forming new companies : 7 to 10 working days
E. Taxation of Cypriot Private Limited Companies
- Residency : The management & control principle is the sole test of residency for tax purposes (see separate memo).
- Company tax rate (flat rate) : 10%
- Other : Special contribution for defence at 15% on amount of dividend received – but subject to various exemptions (exemption is usually the case, not the exception).
- Balance sheet based taxes : None
- Taxed on : Worldwide (global) basis; the net profits of the company are in principle taxed; capital gains are not taxed (see below)
- Exempt from tax on : Dividends received under certain conditions
- Capital gains : Not taxed, unless directly or indirectly on the sale of Cypriot real estate
- Interest withholding tax : Nil
- Dividend withholding tax : Nil
- Royalty withholding tax : Nil in most cases
- Double tax treaties with : Cyprus boasts an extensive network of double tax treaties, currently with almost 50 countries, including countries in North America, Western and Eastern Europe as well as emerging markets such as India and Russia.
- Parent Subsidiary Directive + other EU Directives with: All EU and EEA countries
- Capital tax on issue of share capital : 0.6% (not on share premium).
- Thin capitalisation rules : None
- CFC rules : None
- Tax year : Calendar year
- Advance rulings : Readily available
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