COMPANY REGISTRAR – CYPRUS
Incorporate. Maintain. Comply.
The Department of the Registrar of Companies and Intellectual Property (DRCIP) in Cyprus oversees all company incorporations, statutory filings, and annual compliance obligations. Our firm ensures your company remains fully compliant with the Companies Law, Cap.113 — from registration to annual maintenance.
At a Glance
| Process | Authority | Key Requirement | Frequency |
|---|---|---|---|
| Company Incorporation | Registrar of Companies | Memorandum & Articles of Association | One-time |
| Annual Return (HE32) | Registrar of Companies | Filed with financial statements | Yearly |
| Beneficial Ownership Register | Registrar of Companies (BO Portal) | Declaration of Ultimate Beneficial Owners | Ongoing |
| Name Reservation | Registrar of Companies | Pre-approval before incorporation | One-time |
| Annual Levy | Registrar of Companies | €350 per company | Annual |
Cyprus companies enjoy low taxes, EU status, and robust legal protection — when managed with proper compliance.
Request Company Compliance Review
We manage every filing, deadline, and update so your company stays in perfect standing.
1. Overview
The Registrar of Companies (ROC) operates under the Ministry of Energy, Commerce, and Industry and administers the Companies Law, Cap.113 — the principal legislation governing all Cyprus-incorporated entities.
It maintains the official register of all:
- Limited liability companies
- Partnerships
- Overseas company branches
- Business names and trade names
The ROC also houses the Intellectual Property and Beneficial Ownership divisions.
2. Incorporation of a Cyprus Company
Steps for Incorporation
- Name Approval – Submission of proposed company name for clearance (Form HE2).
- Drafting of Memorandum & Articles of Association – Must state company objects and share structure.
- Submission of Incorporation Documents:
- HE1 – Declaration of compliance
- HE2 – Registered office
- HE3 – Directors / Secretary details
- M&A – Signed by subscribers
- Certificate of Incorporation Issued – Within 3–5 working days (fast-track option available).
Essential Requirements
- At least one shareholder (individual or corporate)
- One director and one secretary
- Registered office in Cyprus
- Minimum share capital – usually €1,000 (no legal minimum)
Upon registration, the company receives:
- Certificate of Incorporation
- Certificate of Directors & Secretary
- Certificate of Shareholders
- Certificate of Registered Office
- Certified Memorandum & Articles
3. Annual Filings and Statutory Obligations
| Filing | Form | Deadline | Notes |
|---|---|---|---|
| Annual Return | HE32 | 12 months + 28 days from last return | Must include audited financials |
| Audited Financial Statements | — | Filed with Annual Return | Prepared under IFRS |
| Notification of Changes | HE Forms | Within 14 days | Directors, shareholders, address etc. |
| Beneficial Ownership (UBO) Declaration | BO Portal | Within 30 days of change | Required for transparency |
| Annual Levy | — | €350 by 30 June each year | Penalties for late payment apply |
Non-compliance may lead to penalties or strike-off from the Register. Reinstatement incurs statutory fees and potential tax complications.
4. Beneficial Ownership (UBO) Register
The UBO Register requires all companies and other legal entities registered in Cyprus to declare their ultimate beneficial owners.
- UBO = natural person owning or controlling >25% of the entity.
- Updates must be filed within 30 days of any change.
- Access available to competent authorities (with limited public visibility for privacy protection).
- Failure to update may result in €200 penalty + €100 per day until compliance.
5. Annual Levy
All Cyprus companies are required to pay an annual levy of €350 to the Registrar of Companies by 30 June each year.
Penalty for Late Payment
- +10% for up to 2 months delay
- +30% for 2–5 months delay
- Strike-off if unpaid >12 months (may be reinstated after payment and fee)
The levy supports maintenance of the Companies Register and is mandatory for all active or dormant entities.
6. Strike-Off and Reinstatement
Strike-Off
A company may be struck off the register if it:
- Fails to pay annual levy;
- Fails to file annual returns; or
- Remains inactive for extended periods.
Reinstatement
Possible within 20 years of strike-off via court order or simplified administrative process (if voluntary non-compliance). All outstanding filings and levies must be settled before reinstatement.
7. Re-Domiciliation and Cross-Border Continuation
Cyprus allows companies from other jurisdictions to re-domicile into Cyprus, and vice versa, under the Companies Law Cap.113.
Inbound Re-Domiciliation
- Company remains legally the same entity, now registered under Cyprus law.
- Benefits from Cyprus’s 12.5% corporate tax rate and EU jurisdiction.
Outbound Re-Domiciliation
- Permitted to move registered seat abroad, subject to regulatory clearance and tax compliance.
Cyprus is among the few EU jurisdictions permitting full inward and outward re-domiciliation, ensuring corporate flexibility.
8. Electronic Filing and e-Services
The Registrar provides online services via www.companies.gov.cy, allowing:
- Name approval applications
- Electronic filing of forms (HE1–HE57)
- Annual levy payments
- Certificate and document downloads
All companies are strongly encouraged to maintain digital filing and document storage, as paper submissions are being phased out.
9. Our Corporate Compliance Support
- New company incorporation and structure setup
- Registered office and nominee services
- Annual return, levy, and UBO filing management
- Director and secretary appointments
- Re-domiciliation and reinstatement assistance
- Full liaison with the Registrar and Tax Department
We handle every statutory detail — so you can focus on running your business, not maintaining paperwork.
