The following is a summary of the registration procedure that should be followed in order for a company to be registered in Cyprus together with the relevant administration requirements:
Registration and administration
Limited liability companies must be registered in Cyprus with the Registrar of Companies under the Cyprus Companies Law, Cap. 113.
A Cyprus International Business Company (IBC) is one of the most popular and effective methods of tax planning.
Name of the company
The first step in the process is the choice of the name of the company, for which an application is filed to the Registrar of Companies with the requested name.
The name must include the word “Limited” or its abbreviation “LTD” to signify limited liability status.
Once approval for the company name is obtained, the memorandum and articles of association of the company are prepared and submitted for registration to the Registrar of Companies together with the information regarding the officers and shareholders of the company.
Share capital
The share capital can be expressed in any currency. There is no minimum paid up capital.
Directors
The minimum number of directors is one, who can be either physical or legal person. Cypriot nominee directors can be appointed as the directors of the company in order to:
- execute the board meetings and resolutions in Cyprus
- ensure that the management and control of the company is made from Cyprus in order for the company to be considered as Cyprus tax resident
Secretary
The existence of the company secretary is required by Cap 113 and is appointed by the directors.
Shareholders
An IBC can be represented by Cypriot nominee shareholders. Nominee shareholders can register their names in the articles of association and memorandum. After the incorporation of the company the nominees can transfer their subscription shares to the actual shareholders by:
- issuing instruments of transfer or
- holding the shares on trust on behalf of the beneficial owner
A nominee acts on behalf of the beneficial owner. At the same time the appointed nominees are not actually entitled to manage the company without the approval of the beneficial owner. Holding the shares on trust on behalf of the beneficial owner guarantees a high level of confidentiality.
Registered office
Based on Cap 113, Cyprus companies must also maintain a registered office in Cyprus.
Confidentiality
All information provided by the beneficial owner is treated as strictly confidential.
The appointment of nominee directors, shareholders and secretary guarantees the protection from the disclosure of information about the beneficial owner to any governmental institution.
Opening of bank accounts
A company can open bank accounts in any currency with a Cyprus bank provided that the necessary information is provided to the bank. For more information on local banks please refer to the useful links section of our website.