Company registration in Cyprus

A foreign national can set up a Cypriot Ltd without a residence permit. Under the Companies Law (Cap.113), a private company needs at least one director and a secretary, a registered office in Cyprus and memorandum and articles signed in Greek. The application is filed by a Cypriot lawyer, who signs and swears the statutory declaration on form HE1 before the court. The Registrar's fee is EUR 165 for incorporation and EUR 10 for name approval. Since 1 January 2026, the corporate income tax rate in Cyprus is 15%. A company and a residence permit are separate procedures: registering an Ltd gives no right to live in Cyprus.

Key facts about a Cyprus company

Requirements, rates and government fees in Cyprus as of October 2026, per the Registrar of Companies, Cap.113 and tax legislation. Our fees are separate.

How company registration in Cyprus works

1. Structure and form. We establish who the shareholders, director and secretary will be, who the ultimate beneficial owners are, where decisions will actually be taken, and whether an Ltd is enough or a branch of an existing company fits better. This drives the document set and the company's tax residence.
2. Company name. We search the Cyprus companies and trade mark registers and apply for name approval. The name of a private company ends in LIMITED or LTD. The Registrar also searches beyond Cyprus and may reject a name that resembles a well-known international brand.
3. Shareholder documents. The Cypriot lawyer and the bank run anti-money-laundering checks: identity, beneficial owners, structure, purpose and source of funds. Ukrainian documents are prepared with an apostille and translation.
4. Articles and office. We prepare the memorandum and articles (or adoption of the model Table A articles) signed in Greek and settle the registered office, first directors and secretary (forms HE2 and HE3).
5. Filing by a lawyer. The lawyer files through the Registrar's e-filing system or on paper together with form HE1. The fee is EUR 165, plus EUR 100 for expedited processing.
6. Certificates. Once registered, the company receives its registration number; we order certificates of incorporation, directors, secretary, registered office and shareholders from the Registrar, apostilled where needed.
7. After registration. TIN within 60 days, beneficial owner details within 90 days, employer registration with Social Insurance, VAT once the threshold is reached, bank account, bookkeeping and annual reporting.

Ltd or branch of a foreign company

The Cyprus register has no separate "representative office" form: any place of business of a foreign company in Cyprus is registered as an overseas company. For most market-entry projects a subsidiary Ltd is the clearer option, with its own accounts, bank account and liability. A branch suits cases where counterparties or a regulator need to deal with the parent company itself.

Documents from Ukraine

Ukraine and Cyprus are both parties to the 1961 Hague Apostille Convention, so Ukrainian public documents are submitted to Cypriot authorities with an apostille. The charter of a foreign company registering a branch must be apostilled and, unless it is in Greek or English, accompanied by a certified Greek translation. For a corporate founder, we obtain the Ukrainian register extract and its apostille in Ukraine: apostille on a Ukrainian register extract.

• individual shareholder: passport, proof of residential address, source-of-funds information for the lawyer's checks;
• corporate shareholder: register extract, articles, board resolution to participate in the Cypriot company, documents of representatives and beneficial owners;
• director and secretary: identity documents, consent to act;
• powers of attorney where someone acts through a representative.

The final list is set by the lawyer swearing HE1 and by the bank. We agree the exact set before signing so documents do not need to be redone.

Registered office in Cyprus

Every company must maintain a registered office in Cyprus to which all statutory notices and documents are sent. The address is notified to the Registrar on incorporation (form HE2), and any change within 14 days on form HE2 with the secretary's declaration. The company's statutory registers are kept at the registered office, so we choose the address around how the company will actually operate: who receives mail, where the registers are kept, and whether there will be an office and staff in Cyprus.

Director, secretary and tax residence

A private Ltd needs only one director (s. 170 Cap.113). A secretary is mandatory; in a single-member company the sole director may also act as secretary (s. 171 Cap.113). Cap.113 does not require the director to be a Cypriot citizen or resident. Tax residence is a separate question: under s. 2 of the Income Tax Law, a company is resident in Cyprus if its management and control are exercised in Cyprus, or if it is incorporated in Cyprus (subject to tax treaties). We therefore plan the board and where it meets together with the tax model. Holding a directorship gives no right to live or work in Cyprus.

Bank account

The law does not link company registration with a bank account: the bank decides after its own review of the client, beneficial owners, business and source of funds. We prepare the corporate pack for the bank: Registrar certificates, articles, documents of directors and beneficial owners, a description of the business and counterparties. More on banks in Cyprus: opening bank accounts in Cyprus on crystal.tax.

After registration: company obligations

• tax number (TIN): apply within 60 days of incorporation via the Tax For All portal;
• VAT: register once taxable turnover over the past 12 months exceeds EUR 15,600 or is expected to exceed it in the next 30 days; for intra-EU acquisitions the threshold is EUR 10,251.61 per calendar year;
• Social Insurance: employer registration before hiring staff;
• beneficial owners: filed within 90 days, confirmed every year between 1 October and 31 December;
• annual return: first made up to the date 18 months after incorporation, then every year, filed within 28 days; fee EUR 20, late filing charge up to EUR 150;
• IFRS financial statements with an audit; a review may replace the audit where turnover does not exceed EUR 300,000 and assets EUR 500,000 for two consecutive years (s. 152 Cap.113);
• corporate tax return: every year, whether or not the company had income.

Failure to file annual returns may lead to the company being struck off the register.

Changes after registration

Changes of directors or secretary are notified to the Registrar on form HE4, a change of registered office on form HE2, and share transfers on form HE57. The deadline for all three is 14 days, and late notification may cost up to EUR 250. Details: change of director, secretary and address of a Cyprus company.

Ready-made companies in Cyprus

Buying an existing Ltd means a transfer of shares, which the company notifies to the Registrar on form HE57 within 14 days; the new beneficial owners are entered in the register within 45 days. We do not keep a stock of shelf companies in Cyprus. We check the specific company you are offered: Registrar certificates, filed annual returns and accounts, any unpaid annual levy for years up to 2023, directors and secretary, articles, beneficial owner records and tax status.

Tax at a glance

• corporate income tax: 15% from 2026, losses carried forward for 7 years;
• dividends paid by a Cypriot company to non-residents: no Special Defence Contribution (SDC) is withheld, except on payments to companies in low-tax jurisdictions (5%) or EU-listed non-cooperative jurisdictions (17%);
• under the Ukraine–Cyprus tax treaty as amended by the 2015 Protocol: dividends 5% where the recipient company directly holds at least 20% of the capital and has invested at least EUR 100,000, otherwise 10%; interest 5%; royalties 5% or 10%;
• owners resident in Ukraine are subject to Ukrainian controlled foreign company rules.

Cyprus is an EU member state with a 15% corporate tax rate and full audited reporting. Company and owner taxation, non-dom status and dividends are covered by the group's tax practice: Cyprus tax and non-dom on crystal.tax.

What we do in a Cyprus project

• structure review: shareholders, director, secretary, beneficial owners, Ltd or branch, place of management;
• name search and approval;
• documents from Ukraine: extracts, resolutions, powers of attorney, apostille, translation;
• articles, signing and filing through a Cypriot lawyer;
• Registrar certificates, beneficial owner filing;
• corporate pack for the bank;
• post-registration changes and due diligence on a ready-made company.

Other jurisdictions: company registration abroad, Portugal, Spain, Poland, Czech Republic, United Kingdom.

Sources

• Companies Law (Cap.113): ss. 4A, 152, 170, 171, 391
• Registrar of Companies: types of companies; name approval; incorporation application; after incorporation
• Registrar of Companies: registering an overseas company place of business
• updating directors and secretary; beneficial owner register: deadlines; annual levy (abolished from 2024)
• annual return; late filing; financial statements
• Income Tax Law 118(I)/2002; Special Defence Contribution Law 117(I)/2002; Business in Cyprus: TIN and VAT
• Ukraine–Cyprus tax treaty; 2015 Protocol; 1961 Hague Apostille Convention: status table

Checked on 9 October 2026.