Recent Amendments to the Cyprus Companies Law Cap. 113 (Law 149(I)/2018)
The Cyprus Company Law Cap 113 has been amended so as to encourage the submission of information to the Companies Registry within certain time limits, and with an aim to modernize the registration requirements and processes with the Registrar of Companies and at the same time decreasing the expenses relating to share capital of Cyprus Companies.
NO CAPITAL DUTY
With the recent amendment, the 0.6% capital duty on a company’s capital, either on the authorized share capital of a new company or any subsequent increase thereof, has been abolished which reduces the cost of doing business in Cyprus.
LATE FILING OF ANNUAL RETURN
Annual Return together with the audited financial statements of the previous year, must be submitted to the Registrar of Companies annually.
As from the end of January 2020, late submission of annual returns for 2019 along with the audited financial statements of the previous year 2018, will be subject to the following fines:
• fifty euros (€50) once off,
• one euro (€1) per each overdue day during the first six (6) months, which increases to two euros (€2) per each day with maximum five hundred euros (€500)
PENALTIES FOR LATE FILINGS TO THE COMPANIES REGISTRY
The Companies Registry will impose administrative fines or penalties on a company that fails to submit the necessary filings within the relevant time limits as below:
- the notification for allotment of new shares
- the notification for a change of the registered address
- the notification for a transfer of shares
- change of the company’s officers or their details
- change of the company’s officers or their details to an overseas company
The fine shall amount to €50 plus €1 for every day for which the default continues, such fine not to exceed the amount of €250 for each default.
STRIKE OFF OF A COMPANY
A clarification has been added in the case of a company’s strike off “that the company has fulfilled its obligations under the law” as below:
- it doesn’t carry out any work or operations;
- all its annual returns have been submitted;
- all companies levies have been paid up to the date of submission of strike off; and
- all charges and/or default fines that had arisen and/or imposed, prior to the date of submission of the request for strike off, have been paid.
FILING OF PLEDGES
The Registrar of Companies no longer accepts applications for registration of share pledges, thus such pledges over Cyprus shares are exempted from the requirement for registration.