Running a limited company

A Quick Guide to Directors' Duties in Cyprus
Taking money out of your Cyprus Company
Cyprus Company changes you must report to the Registrar of Companies of Cyprus
Cyprus Company Records you must keep
Accounting Records the Cyprus Company must Keep
Prepare Annual Financial Statements
Obligations of the Cyprus Company to the Registrar of Companies
Obligations of the Cyprus Company to the Registrar of Taxation
Obligations of the Cyprus Company to the Social Insurance Services

Which changes you must report to the Cyprus Registrar of Companies

  • Changing the name of the Cyprus company
  • Changing your company’s registered office address
  • New appointments or resignations of directors or changes to their personal details
  • Substitution of the company secretary
  • Any alterations to the shares of the company (increase, decrease, transfer etc.)
  • Any charges on the company’s assets
  • Amendments to the Articles of Association or the Company’s memorandum
  • The Annual Return of the company (HE 32)
  • Winding up or dissolution of the company

There are also certain changes about the Cyprus Company that you must report to the Cyprus Tax Department and the Social Insurance Services of Cyprus  (address, representative etc.)

Changes in the Cyprus Company that must be approved by the shareholders 

You may need to get shareholders to vote on the decision if you want to:

  • Approve the change of the Cyprus company's name.
  • Amend the company's memorandum (subject to court approval) and articles of association.
  • Alter the company's share capital.
  • Reduce the company's share capital or the company’s share premium account (subject to court approval).
  • Appoint and remove the company's auditors and agree their remuneration (other than the first auditors).
  • Appoint and remove the company's directors.
  • Approve schemes of reorganization or arrangement including cross-border mergers and company reconciliations.
  • Approve the provision of financial assistance for the purchase of a company's own shares (applies only in private companies).
  • Approve the issue of shares at a discount (applies only in private companies).
  • Resolve that the company is wound up voluntarily and, where the winding-up is solvent, this includes a power to appoint the liquidator and agree his remuneration.
  • Approve the purchase by the company of its own shares (applies only in public companies).

You do not necessarily need to have a meeting of shareholders to pass a resolution. If the right amount of the shareholders of the Cyprus Company have told you they agree, you can confirm the resolution in writing. But you must write to all shareholders letting them know about the decision.