Annual Corporate Compliance: A Brief Overview
A brief overview of the annual corporate compliance requirements applicable to Cyprus private companies.
Introduction
Cyprus private companies are governed by the Cyprus Companies Law Cap.113, as amended. A company registered in Cyprus remains subject to ongoing corporate compliance requirements, even where its tax residency has been moved to another jurisdiction.
Share capital
There is no minimum share capital for private companies. Allotments, increases in authorised capital, share transfers and reductions of capital must be notified to the Registrar of Companies within the prescribed timeframes.
Registered office
A company must maintain a registered office in Cyprus. Any change must be notified to the Registrar of Companies within fourteen days.
Register of members
Every company must keep a register of its members recording their details, shareholdings and the dates on which they became or ceased to be members. The register is generally kept at the registered office.
Company secretary
Every private company must have a company secretary. The role may be filled by an individual or a corporate secretary, subject to the requirements of the applicable regulatory framework.
Directors
Every private company must have at least one director. Appointments, resignations and removals must be entered in the company’s register of directors and filed with the Registrar of Companies.
Annual general meetings
An AGM must be held within eighteen months of incorporation and thereafter once every calendar year, with no more than fifteen months between successive AGMs.
Members and directors meetings
Notice, quorum and procedural requirements for members and directors meetings are set by the Companies Law and the company’s articles of association. Written resolutions of members are generally permitted in place of a meeting.
Company seal
Every company has a common seal from the date of incorporation. Its use and safe custody are governed by the company’s articles of association.
Annual return
Every company must prepare and file an annual return with the Registrar of Companies, accompanied by its audited financial statements. Deadlines run from the applicable reference date.
Financial statements
Directors must prepare a complete set of financial statements in accordance with IFRS, and consolidated statements where required. Financial statements must be audited by qualified auditors authorised to practise in Cyprus.
Annual levy
Companies are no longer required to pay an annual levy to the Registrar of Companies.
How we support
We assist Cyprus private companies with their ongoing corporate compliance — from statutory filings and maintenance of company registers to the preparation of resolutions, meetings and annual returns — so that the business remains in good standing.