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 Offshore System
Registration of Offshore Entities

Regulations for
Registration
Registration Procedure &
Documentation
Official Forms from
Central Bank of Cyprus

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.

Official forms from Central Bank of Cyprus for shipping and offshore companies

Forms issued by the Central Bank of Cyprus with the details / informations required for registration of shipping and offshore companies.

For any further information about the forms please contact us.

Shipping Companies

Offshore Companies

 




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