REGISTRATION PROCEDURE
When a shelf company is used, operations may be initiated instantly (upon completion of a Due Diligence Questionnaire), whereby the registration procedure or any amendments requested thereto is expected to take between 2 and 3 days, depending on the amendments needed to be made. Any amendments to the Memorandum and Articles of Association of a Company require a court order which accordingly makes the procedure more time consuming (approx. 1 month). Similarly, the formation of a Cyprus Company from scratch is expected to take between 5-10 working days.
The main documents required from the Beneficial Owners in order to proceed with the formation of a Cyprus IBC company are the following:
- Passport copy
- Address and occupation. A copy of a recent utility bill is needed
- Name/s of director/s and secretary (if we do not provide Nominees)
- Completion of the due diligence questionnaire
- Completion of the authorisation letter
- Completion of the indemnity letter
- A bank reference for the beneficial owner
- Proposed name of the company
If the beneficial owner of the Cyprus company is a legal entity, then the following documents are also needed:
- Certificate of Incorporation
- Certificate of Registered office address.
- Certificate of directors
- Certificate of shareholders
- Memorandum and Articles of Association
- Certificate of Good Standing (if the company is more than two years old)
The documents of the Company, once registered, are:
- Certificate of Incorporation
- Certificate of Directors and Secretary
- Certificate of Shareholders
- Certificate of the Registered office of the company
- Memorandum and Articles of Incorporation
Usually, the above documents are certified by the Registrar of Companies of Cyprus.
COMPANY OPERATIONS
The Board of Directors and Shareholders of the Cyprus Company can be either, (a) with nominee services or (b) without nominee services. For your information the law requires minimum one shareholder and one director.
One main reason to use nominee services for Directors and Secretary is to take advantage of the Cyprus double tax treaties network benefits. All Cyprus’ double tax treaties require the company to be a Resident of Cyprus and residence is determined by where ‘management and control is exercised’ in order for the Cyprus company to be taxed in Cyprus at the corporate tax rate of 10%. This is ascertained by the composition of the Board of Directors.
We recommend the opening of a bank account in Cyprus for the transfer of the company’s income and thereafter can be transferred to any place according to the client’s request.
In both of these cases instructions by the client are received by a highly secure system of bank secret codes issued to the client.
The IBC must have a Cyprus registered address. In case where the company does not have a fully fledged office then our firm may assist with the provision of such an office. The company must be registered with the Tax Authorities and obtain an Income Tax Number.
Every company needs supervision, administration and management all the year around. Additionally at the end of the year the annual compliance reporting is due which is essentially the statutory legal compliance of the company. The company must also keep at all times proper books and accounting records.