Cyprus is one of the jurisdictions that allows the redomiciliation of Companies in and out of the country.
A Company which is operating under the laws of the Republic of Cyprus and which wishes to continue to operate under the legal regime of a foreign jurisdiction, may apply to transfer its seat to the foreign jurisdiction without having to be dissolved.
The application procedure and requirements are defined in the Cyprus Companies Law – Cap.113 (the ‘Law’).
Preliminary Matters
Before initiating the redomiciliation procedure, the Company must ensure that:
- The redomiciliation is permitted by both the legislation of the foreign jurisdiction and the Company’s Memorandum and Articles of Association,
- All consents have been obtained (if the Company is carrying out business activities which require a consent from competent supervising authority/ies),
- The Company is up-to-date with all its tax and compliance obligations.
Application Procedure
To be able to redomicile abroad, the Company must first obtain the approval of the Registrar of Companies in Cyprus. For this purpose, it must submit to the Registrar an application accompanied by the supporting documents which are listed in the Law.
It is important to note that the submission of the application must be approved by a special resolution of the shareholders which should be published in two daily newspapers of wide circulation in Cyprus.
The application will be examined and provided that the Company has complied with the requirements of the Law, the Registrar of Companies will issue a Certificate of Approval.
What Happens Next
Following the issuance of the Certificate of Approval and provided that the Company has presented to the Registrar of Companies a Certificate of Continuation issued by the foreign jurisdiction, the Registrar will proceed to strike off the Company from its Register of Companies. The Company may continue its operations in the new jurisdiction.
Our team can assist you through the redomiciliation process.
Should you wish to find out more, contact our team at info@paraschou.com.cy.
