Cyprus Company Registration Fast and no Fuss
Register Your Cyprus Company in 5 Days. Fast and Simple. Our Expert Lawyers can make a Cyprus Company Registration for you cost effective. No hidden costs. Your presence is not required. Below we give you a lot of useful information. All about the Cyprus Company Registration. Also about the procedures, the costs and fees. Plus the Tax Benefits of registering a Cyprus Company. Plus about opening a Bank Account for your company. In addition our Firm has since 1979 been registering Cyprus companies for our international clients. And with great success. Read this article through to educate yourself on all the secrets of a Cyprus Company Registration.
Types of Cyprus Company
There are various types of a Cyprus company you can register such as:
a). A Private Limited Liability Company whose name always ends in Ltd, or Limited and is limited by shares. This is the most preferred type of company.
b). A Public Company, limited liability company limited by shares.
c). A Private Company Limited by Guarantee.
d). A Private Company Limited by Guarantee and by Shares.
e). A Non Profitable Private Company Limited by Shares or by Guarantee.
f). A Partnership.
g). A Branch of an existing company.
A Cyprus Company Registration being used in the majority of cases is the Private Limited Liability Company limited by Shares. One of the big benefits of it is the following: In case of bankruptcy of the company ( members/owners/UBOs) you are not liable for the debts of the company. You are only liable to the extent of your participation in the capital of the company. So if one shareholder holds 1000 shares of €1 each he will pay to the creditors €1000. Your private property will not be touched!
Cyprus Company Registration-What is a Cyprus Company Made Of?
When you register a Cyprus company apart from the many tax benefits you get, you also have many Administration Benefits. The following elements are necessary for the registration of a Cyprus Company:
The Company Name
You can use name you choose. But it must not be the same or very similar to the existing company name already registered. Further it must not also contain any illegal or indecent words or descriptions. Also the name of a company can be in Greek or in English. Further it can also contain words in other languages. But before the company registration you must get the name of the company approved by the Company Registrar. For that you will need about 4-5 working days.
The Capital of the Company
The minimum capital can be €1 and there is no maximum. Please note that there is a tax of 0.6% on the capital of a Cyprus company. However it is paid only once at the time of the Cyprus company registration. The capital does not have to be paid to the Company at the time of the company registration.
After the registration of a Cyprus company, the capital can be increased at any time. A Special Resolution of the Members of the Company is necessary. It can also be decreased by a Court Order. The reason is that it might affect adversely the rights of any creditors.
The Capital of a Cyprus company on its registration can be divided into Nominal and Issued capital. Nominal is the whole of the capital nominated in the Memorandum. A Memorandum is filed at the time of a Cyprus Company Registration. The issued capital are the actual shares allocated to each shareholder. So the Nominal Capital can be for example 10 000 shares. Out of that 1000 shares are issued the shareholders.
You can issue various types of shares which are described in the Memorandum at the time of the company registration. There is no limit or prescription by the Company Law on the nature of such types of shares. One common type of shares is the voting shares and the non-voting shares. You can issue privileged shares which may get more dividends than the common shares etc.
The Directors of the Company
Anyone of any nationality and any legal entity such as a company, can be a Director. On the Registration of a Cyprus Company you must appoint at least one Director. There is no maximum of Directors that can be appointed in a Cyprus company. When you register a Cyprus Company you can also get Nominee Services. With this service you may get a Nominee Director, a Nominee Shareholder or a Nominee Secretary.
The Directors are the most important officers of a company. They are the hands and minds of the company. They are the executive officers who will sign all agreements, poas, tax accounts and vat declarations. So they will also sign company resolutions, manage the bank account of the company and make all payments to creditors. Further they file all documents necessary at the Registrar of Companies etc. They also bear all the responsibilities towards the Law. Such for any default of payment of taxes or vat tax or for filing yearly documents.
The Shareholders of the Company
On the Registration of A Cyprus Company, you must declare at least one shareholder. A Cyprus company must have at least one shareholder. The maximum number of Shareholders for a Cyprus Private Limited Liability company is 50. The Shareholders are the owners of the issued shares of the company. They are the owners of the company. In case a Nominee Shareholder is appointed they are called the Real Owners or the Ultimate Beneficial Owners ( UBO).
The Shareholders or Members have all the power of the company in their hands. At the General Meeting of the company or in Special Resolutions they by a simple majority, can remove or appoint the Directors. Further they can replace the Secretary or any other officers such a CEO. Also they can increase the capital or reduce it. They can decide about mergers or acquisitions of the company. Plus they can decide about expanding the activities of the company and everything else.
Who Can Be Secretary of a Cyprus Company
You can appoint a Secretary of a Cyprus company at the time of the Company Registration. According to the Company Law Cap 113, article 171, every company must have at least one Secretary. There is no provision for the maximum number of Secretaries that a company must have. Further there is no provision in what way their duties and powers are shared in such a case. So you can take care of that in the Articles of Association of the company.
A Secretary`s duties are more formal than executive. They are non decision-making powers. The Secretary usually keeps the minutes of the Meetings of the Company. Further he prepares the agenda for the General Meeting and also prepares the Resolutions of the Company. He also signs any documents for the Registrar of companies, or the Tax Office or the Vat Authority etc. Finally you will usually pay a Secretary a fee agreed on his appointment. The Members by majority at an extraordinary meeting may remove or appoint a new Secretary.
What is the Registered Office Address
By article 102 of the Company Law, Cap 113, for every newly registered company at the time of its registration you must provide a local address. Such address will be the Registered Office of the company. You must have the Registered Office of your Cyprus company in Cyprus. This address is not the Business Address of the company. It is a formal address at which letters or notices can be sent or delivered. They can be delivered by the Registrar of Companies, the Tax Office, the VAT Authority. Further by private persons or legal entities for any notice, claim or even court proceedings. You can file an HE2 form at the Registrar of Companies the Registered Office and change at any time the Registered Office. For a Business Address of your company in Cyprus we have some special packages which you may ask from our back office.
Activities of a Cyprus Company
On the Cyprus Company Registration stage in the Memorandum, you must declare the activities of the company. There are no limitations as to the activities of a Cyprus company. Of course for some activities you will need a license. Such activities can be banking, selling pharmaceuticals, financial activities, running a hotel etc. What is more, you can operate your company from your country. You don`t have to reside in Cyprus. Further you don`t have to pay any social security tax in Cyprus of course. The Activities of a Cyprus company you carry out must be lawful. You must not do anything which is prohibited by Cyprus law of by any other international law. If a license is required for a specific activity, then the license must be secured first before that activity is carried out.