SYNOPSIS
Cyprus has become a centre through which many leading international companies conduct their business activities. Among the benefits which accrue in using Cyprus as a corporate vehicle are the lowest corporate tax rate in Europe, the extensive double tax treaty network, the secure environment, its reputation, infrastructure and favorable tax provisions.
COMPANY NAME
The name of a company must be approved by the Registrar of Companies before applying to incorporate the company. No identical or is so similar to an existing company as to cause confusion is permitted. Likewise, any name considered of a "general meaning", misleading, undesirable, offensive or implies "Royal", "Queen", "King", "Imperial", "Saint", "Commonwealth", "National", "Corporation", "Co-operative" etc. are not approved either.
Our company maintains a list of already approved names and is available on request.
Main Objects/Activities of the company
The main objects/purpose of the company must be stated in the proposed company's Memorandum of Association, which it is advisable that they should be as wide as possible so as to enable the company to engage in any kind of business or activity, without this being considered "ultra vires" (beyond the powers of the company) and, therefore void.
Share capital
The Cyprus Companies Law provides for a minimum of one share and at least one registered shareholder.
The minimum required share capital for a company is €100 which may conveniently be divided into 100 shares of €1 each - issued and fully paid upon incorporation.
Shareholders
The minimum number of "registered" and/or "beneficial" shareholders could be one and can either be an individual or a legal corporate entity. Trusts may also be shareholders in a Cyprus company.
Trustee shareholders will frequently hold the shares allowing the beneficial owner to retain anonymity. We can provide our own trustees and nominees who can hold the shares in trust without public disclosure of the identity of the beneficial shareholder. The nominee/trustee prepares and delivers to the beneficial owner of the shares properly executed declaration of trust and instrument of transfer accompanied by the share certificate.
Directors
At least one director is necessary and may be a Cypriot resident individual, a corporate entity or a non-resident (foreign) individual. It is advisable to appoint local directors if one wishes to have effective management and control in Cyprus rendering the company resident in Cyprus for tax purposes.
Nominee directors may be provided by our company
Secretary
The company Secretary may be a physical person or corporate entity and is responsible to prepare and submit the Annual Returns of the company, to keep the Minute Book and Register of Members etc.
CYBLAWS LIMITED is almost always appointed to act as Secretary.
Registered Office
Every company must have a registered office in the country of incorporation. It is the official address of the company where the statutory books, registers and the seal of the company are kept. Summons, writs, notices orders and other official documents are also served at the registered office address.
CYBLAWS's office address as below, is used as the registered office of client companies:
Cyblaws Limited
40 Kimonos Street
3095 Limassol, Cyprus
P O Box 57186
3313 Limassol, Cyprus
Bank reference
A recently issued reference from a reputable bank must be provided for the beneficial shareholder together with a clear copy of his/her passport, or a copy of the certificate of incorporation (if a corporate entity), along with a copy of a utility bill depicting the residential address. Specimen of such letter can be provided upon request.
Bearer shares are not permitted.
Annual Reporting
Companies need to comply with the following filings annually:
(a) Submission of the company annual return to the Registrar of Companies.
(b) Submission of audited financial statements to the Income Tax Authorities and to the Registrar of Companies.
(c) Submission of provisional tax returns on 1 August in the tax year and final tax returns on 31 December of the year following the end of the tax year to the Income Tax Authorities.
Confidentiality / Secrecy
Although details of the shareholders and directors appear on the public file, with the use of trustee shareholders together with the appointment of nominee directors, one can ensure complete confidentiality and anonymity of the beneficial owners.
Shelf companies
A number of already registered companies are available at Cyblaws. Transfer of shares may be effected immediately. The list of the already incorporated companies (shelf companies) is available on request.
Exchange Control / Bank accounts
Companies are under no exchange control. Bank accounts may be kept anywhere in the world and in any currency. Bank accounts kept in Cyprus may be operated freely without prior approval of the Central Bank of Cyprus.
Audit
Companies are under no exchange control. Bank accounts may be kept anywhere in the world and in any currency. Bank accounts kept in Cyprus may be operated freely without prior approval of the Central Bank of Cyprus.
Audit
Companies need to have their accounts audited every year and file a tax return with the Commissioner of the Inland Revenue.
The audit must be carried out by a Cypriot firm of auditors in accordance with International Standards on Auditing.
Re-mail, fax, telephone, e-mail and office facilities
As part of the domiciliary service we provide clients with a registered office address to arrange for mail forwarding and fax. For those companies which are particularly active or wish to have a higher profile we can arrange the immediate allocation of a dedicated telephone line answered with the name of your company and/or a post office box..
ADVANTAGES OF A CYPRUS COMPANY
The tax reform act of 2002 was inevitable in order to harmonize Cyprus' laws and practices with the European Union laws and directives, the Code of Conduct and the Organization for Economic Cooperation and Development.
The end result of this exercise was the abolition of the offshore regime, the introduction of a uniform taxation and operational scheme applicable to all companies and the introduction of the lowest taxation rate in the EU.
This new regime opened significant opportunities for tax planning. The purpose of this letter is to provide you with some basic ideas of the advantages that Cyprus has to offer.
* Cyprus is not considered as a "tax haven" country but a tax incentive country. Has the lowest taxation in Europe (10% on their net profits) and at the same time has acquired the European "stamp of respectability"
* Corporation tax at 10% on net profits arrived at after deducting all business expenditure incurred. Annual capital allowances and all expenses incurred for earning of income are allowed as deductions for tax purposes.
* No exchange control restrictions for the companies and their foreign employees, therefore, free movement of profits derived from operations on non resident investments. Profits may be transferred to any account worldwide.
* Trading companies engaged in global trading may be established with 0% taxation in all respects provided their management and control is exercised outside Cyprus.
* Easily obtained residence and work permits for expatriate personnel and their dependents.
* Full capital gains tax exemption on capital gains, except on sale of immovable property situated in Cyprus
* Extensive network of double tax treaties offering tremendous possibilities for international tax planning.
* No withholding tax on dividends, royalties or interest paid to non residents.
* There is a wide network of air-routes connecting Cyprus with Europe, Africa and Asia by sea and air via frequent daily connections.
* Highly qualified professionals and well educated, competent labor force.
* Free zone and bonded warehouse facilities.
* Low set up and running costs of a company.
* Complete anonymity of shareholders.
* Nominee / trustee services available.
* Excellent modern telecommunication facilities – direct dialing to over 200 countries.
* Modern and efficient legal, accounting and banking services.
* Pleasant Mediterranean climate.