Company formation in Cyprus is widely recognised as a straightforward and efficient process. Cyprus companies are commonly used both as parent (holding) companies and trading companies, irrespective of whether the trading activity takes place within Cyprus or abroad.

Through its extensive double taxation treaty network, Cyprus offers material tax efficiencies for international business structures. The standard corporate income tax rate is 15%, there is no capital gains tax on the sale of shares (unless the company owns immovable property in Cyprus), and no dividend tax for non-domiciled individuals.

This article outlines the key requirements, procedure and advantages of forming a company in Cyprus, including access to the EU Single Market.

Introduction to Cyprus Company Registration

Cyprus company registration is administered by the Registrar of Companies and is designed to be efficient while ensuring full legal compliance. Cyprus’s strategic location at the crossroads of Europe, Asia and Africa, combined with its EU membership and business-friendly legal system, makes it an attractive jurisdiction for international investors and entrepreneurs.

Only advocates licensed by the Cyprus Bar Association may prepare and sign the statutory incorporation documentation. This legal safeguard ensures that companies are incorporated in accordance with Cyprus Companies Law, providing a robust and compliant foundation for future operations.

Whether for start-ups, holding structures or established businesses expanding into Europe, Cyprus offers reliable access to the European Union’s Single Market.

Key Benefits of Forming a Cyprus Company

Forming a Cyprus company offers a combination of tax efficiency, regulatory stability and international credibility, including:

• Low corporate income tax at 15%, among the most competitive in the EU.
• Extensive double taxation treaties with over 60 jurisdictions, reducing withholding taxes and double taxation exposure.
• No capital gains tax on the sale of shares, except where the company owns Cyprus immovable property.
• No dividend tax for non-domiciled individuals, making Cyprus particularly attractive for international shareholders.
• A well-developed intellectual property regime, beneficial for technology, finance and IP-driven businesses.
• A highly educated, multilingual workforce and a mature professional services sector.

Company Name Approval

The first step in the incorporation process is the approval of the company name by the Registrar of Companies. The proposed name must be unique and compliant with statutory requirements.

• Name approval typically takes 3–5 working days.
• Names that are identical or confusingly similar to existing entities will be rejected.
• Certain regulated terms (including “banking”, “insurance”, “brokerage” and “trustee”) require prior consent from the Central Bank of Cyprus before registration.

Engaging an experienced legal service provider at this stage helps avoid delays and ensures regulatory compliance.

Pre-Registration Requirements

Before incorporation, the following must be arranged:

• Approved company name.
• Memorandum and Articles of Association, setting out the company’s objects and governance framework.
• Registered office address in Cyprus, where statutory records are maintained.
• Appointment of at least one director and one company secretary (public companies require a minimum of two directors).
• Optional use of nominee directors or shareholders for confidentiality or administrative purposes, subject to compliance requirements.

Accurate preparation and submission of these details is critical to a smooth registration process.

Submission for Company Registration

Once the company name is approved, the incorporation documents are filed with the Registrar of Companies.

1. Memorandum and Articles of Association

Every Cyprus company must have Memorandum and Articles of Association defining its powers, objects and internal administration. Certain regulated activities (e.g. financial services, insurance, trusteeship) are subject to additional content requirements.

To prepare these documents, the following information is required:

• The company’s objects and intended activities.
• Authorised and issued share capital (commonly €1,000).
• Shareholding structure and allocation of shares.

2. Directors and Company Secretary

• A single-shareholder company may appoint the same individual as director and secretary.
• Where there are two or more shareholders, the director and secretary must be different persons.
• Public companies must appoint at least two directors.

For tax residency and substance purposes, companies often appoint Cyprus-based directors and secretaries, as effective management and control is a key consideration. Where clients appoint their own representatives, standard KYC documentation is required.

3. Shareholders and Share Capital

• A private Cyprus company must have at least one shareholder and no more than 50.
• There are no restrictions on shareholder nationality or currency of share capital.
• No statutory minimum share capital for private companies (customarily €1,000).
• Public companies require minimum share capital of €25,630.

4. Registered Office Address

Every Cyprus company must maintain a registered office in Cyprus, documented through Form HE2. Statutory records must be kept at this address. Lawyers may provide the registered office as part of their corporate services.

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Documents Filed with the Registrar

The incorporation package includes:

• Memorandum and Articles of Association.
• Forms HE1, HE2 and HE3.
• Statutory declaration (Form HE1), prepared and signed by a licensed advocate confirming compliance with Cyprus Companies Law.
• Any additional documents required for regulatory purposes.

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Certificates Issued Upon Registration

Following successful incorporation, the Registrar issues:

• Certificate of Incorporation
• Certificate of Directors
• Certificate of Shareholders
• Certificate of Registered Office
• Certificate of Secretary

These certificates constitute official evidence of the company’s legal existence and structure.

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Timeframe for Company Registration

Standard incorporation typically takes 8–10 working days. Accelerated options include:

• Pre-approved company names, enabling registration within 3–5 working days (subject to additional fees).
• Off-the-shelf companies, pre-registered entities with no prior activity, available for immediate use. Certified English documentation and expedited processing may incur additional costs.

Post-Registration Requirements

Following incorporation, companies must:

• Register with the Tax Department to obtain a tax identification number.
• Register for VAT, where applicable.
• Register with Social Insurance Services if employing staff.
• Maintain proper accounting records and prepare annual financial statements.
• File annual returns and financial statements with the Registrar of Companies.

Ongoing compliance ensures the company remains in good standing under Cyprus law.

Cyprus’s favourable tax regime, EU membership and efficient legal framework continue to make it a compelling jurisdiction for international business. ALTOP CONSULT provides end-to-end legal and corporate support to ensure company formation is handled efficiently, compliantly and with long-term structuring objectives in mind.