Regulations for Registration
The regulations and conditions for setting up and administering an
offshore entity are the same as those which apply in the case of business organisations
owned by local investors and engaged in local operations except that in the case of
offshore operations exchange control permission is required. Offshore banking, financial
operations, insurance business and shipping are subject to special rules.The Central Bank of Cyprus, which administers the Exchange Control Law, will
readily grant permission to foreign investors who provide satisfactory bank or other
references. The Central Bank, in issuing permits for the registration of offshore entities
imposes the following conditions, which must be observed at all times:
- the business must be confined to activities outside Cyprus
- the beneficial ownership must at all times be held by non-residents
- finance from local sources is prohibited
- all local expenses must be met from funds imported from external sources.
- audited accounts must be submitted to the Central Bank annually.
For the employment of expatriate personnel and to enjoy duty free benefits, offshore entities have to comply
to the following additional requirements.
- Continuous operation of an fully staffed, fully
fledged and self contained office, which must be open during normal working hours and
separate from any private residence.
- Submitting of a confidential annual return summarizing their current
status.
- Maintaining of a separate account with an onshore bank for the purpose of
payment of all expenditures arising in Cyprus.
- The unpaid capital of the company must amount to minimum 10.000,- CYP
The following information is required for the registration of a company:
Main Activities of the company
Registered Office (can be the office of the company's
lawyer)
Full Name, Address, Occupation and Nationality of
Shareholders
Proposed Percentage Participation of each Shareholder
Full Name, Address, Occupation and Nationality of
Director(s)
If a Shareholder or Director is a married woman, the full
maiden name to be stated.
Name of Secretary: (usually the lawyer of the company is
appointed to act as the company's secretary)
Bank Reference: For
each shareholder of the company.
Share Capital of the Company:
Amount of authorised share capital of the company and number of shares to be issued
Procedure and documentation for
Registration of an Offshore Company
The registration of an Offshore Company has to be carried out by a
lawyer acting on behalf of the company.
Approval of the Company Name by the Registrar of Companies
as proposed.
Memorandum and Articles
of Association to be drafted and printed.
Application to the Central Bank for the permission to
subscribe the Memorandum and Articles of Association.
This application must contain the following:
- Accompanying letter
- Company Details
- Approved corporate name
- Legal form
- Capital structure
- Executive officers (shareholders, directors, secretary)
- Registered address
- Business activities
- Professional advisers
- Photocopy of passport of beneficial owner(s)
- Bank reference of beneficial owner(s) from country of origin
- Copy of Memorandum and Articles of
Association or Partnership Agreement stating that the company's activities, except
management, control and administration outside of Cyprus not necessarily signed.
The company may be registered at the Registrar of Companies before the
permission has been granted by the Central Bank.
The following details and documents are required for the registration:
- The Memorandum and Articles of
Association, signed and confirmed by an advocate, to the Registrar of Companies and
Payment of the Registration Fees.
- Company Details
- Corporate name
- Legal form
- Capital structure
- Executive officers (shareholders, directors, secretary)
- Registered address
- Business activities
- A statutory declaration of a practising advocate that the requirements of
the Companies Law have been followed.
If all documents and details are to the satisfaction of the Registrar of
Companies the following documents will be issued:
After the permission of the Central Bank has been granted and the
registration of the company is completed, the company may commence operating. |