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BACKGROUND:
Company law
in Cyprus is almost identical to the United Kingdom Companies Act
1948 and makes provision for the establishment of Public Limited
Companies, Private Limited Companies, Private Unlimited Companies,
companies limited by guarantee having a share capital, and companies
limited by guarantee not having a share capital.
Type of Company(s):
It takes about
two to four weeks to incorporate a company in this jurisdiction,
however, ready-made companies are available. An urgent fee may be
paid so that the company is incorporated within 2 days. A company
may be incorporated by any name provided it is not thought to be
undesirable by the Registrar, approval of company names should be
sought prior to incorporation, as care must be taken that the name
is not the same as that of an existing company.
Foreign investors tend to go for the "offshore" company.
All companies incorporated in Cyprus must have their Registered
Office situated in the country.
Every company must have at least one director, the offshore Cyprus
company must have at least one director who must be an individual
but need not be resident in Cyprus. All companies must have a company
secretary that may be an individual or company but they must be
resident in Cyprus.
There are no minimum share capital requirements, but the Cyprus
company must have at least two shareholders and in the case of a
private limited company not more than fifty. Nominee shareholders
may be used for the purposes of anonymity.
Every company must appoint an auditor who must be a member of a
recognised body of accountants established in the United Kingdom
or authorised by the Government as having similar qualifications.
In establishing an offshore company, that is a company owned by
non-residents of Cyprus and having its activities outside Cyprus,
permission is required from the Central Bank of Cyprus. The Central
Bank requires the identity of the beneficial owners of the
shares of an offshore company disclosed to them. Note that the law
makes strict provisions, which regulate the running of the Bank,
and every director, officer or employee of the Bank is bound to
secrecy and will be held criminally liable if they disclose information
to unauthorised people or entities.
Taxation:
Resident companies
are taxed at a rate of 42.5% on net profits. "Offshore" companies
pay one tenth of the normal rate, that is, 4.25%. Cyprus has
an excellent network of double taxation treaties with most European,
Scandinavian, Eastern European countries and with the United States
of America and Canada.
Summary Benefits:
- Non disclosure of beneficial
ownership
- Well developed economically
and politically
- Low tax rates for non-resident
companies
- Immediate company availability
- An excellent network
of double taxation treaties
- Company law is based
on the UK Companies Act 1948.
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