A Cyprus Limited Liability Company (LLC) offers entrepreneurs and investors a flexible business structure with significant advantages for both local and international operations. A Cyprus LLC provides members with limited liability protection, meaning they are not held personally financially responsible for the company's debts or obligations beyond their investment in the company. This business entity can be established for various purposes, including general trading, import/export, manufacturing, distribution, or as a holding company to own properties and other assets.
The country's EU membership makes Cyprus LLCs particularly attractive for businesses looking to expand into European markets while taking advantage of Cyprus's favorable tax environment and well-developed legal framework. This combination of benefits has made the Cyprus LLC a popular choice for entrepreneurs and investors seeking a reliable and efficient business structure in a strategic Mediterranean location.
Cyprus Private Non-Resident LLC
Cyprus offers numerous opportunities for international investors looking to form an offshore company in the European Union. Whether for investment, holding or trading purposes, Cyprus has over fifteen different company formation vehicles in a jurisdiction that has a long history of international finance.
One of the most popular companies offered is the Cyprus Limited Liability Company (LLC). A Limited Liability Company has many asset protection features that are popular for investment and holding companies that come with many advantages. The Private Non-Resident LLC is particularly for those residing outside of Cyprus and who would like a private company, rather than one that is publicly traded.
A Cyprus LLC can be given either a residential or a non-residential status, though a non-residential LLC has the benefit of not having to pay local corporate taxes. Since Cyprus’s induction into the European Union it has had to change the name of its traditional offshore International Business Company (IBC) formation vehicle.
However, a private nonresident LLC is much like the former offshore company, in that, it is a limited company, its shares are held outside the country by non-residents, its primary business activities are conducted outside the country, and it benefits from avoiding to pay local taxes.
Cyprus continues to provide company formation opportunities but now the industry exists without the negative associations of being a tax haven; and since its entry into the EU, all Cyprus company’s now get the added benefit of having access to the European Union’s numerous economic, trade and legislative agreements all in a legitimate and traditional financial centre.
For more information on the Advantages of Cyprus as an Offshore Financial Center click here.
Overview of Cyprus LLCs
A Cyprus LLC is a business entity where the liability of members is limited to their contribution to the company's capital. These companies operate under the Cyprus Companies Law, which is based on English law principles, providing a familiar legal framework for international investors.
Cyprus LLCs must have at least one director, who can be a resident or non-resident, an individual or a corporate entity. The company structure requires a registered office in Cyprus and must maintain statutory registers.
Companies must submit annual returns and financial statements to the Registrar of Companies. The regulatory environment in Cyprus adheres to EU standards, ensuring transparency while still offering privacy protections for business owners.
Cyprus LLC vs Other Business Structures
When compared to other business structures, Cyprus LLCs offer several distinct advantages. Unlike sole proprietorships, they provide limited liability protection, separating personal assets from business liabilities.
Unlike partnerships, which typically expose at least some partners to unlimited liability, all members of a Cyprus LLC enjoy limited liability protection. This structure combines the flexibility of partnerships with the liability protection of corporations.
Compared to public companies, Cyprus LLCs face fewer regulatory requirements and disclosure obligations. They don't need to publish their accounts publicly, offering greater privacy.
The 12.5% corporate tax rate for Cyprus LLCs is one of the lowest in the European Union, making them more tax-efficient than similar structures in many other EU countries.
Advantages of Establishing a Cyprus LLC
Cyprus LLCs benefit from the country's favorable tax system, including the 12.5% corporate tax rate and various tax exemptions. Dividend income and profits from selling securities are generally exempt from tax.
The strategic location of Cyprus serves as a gateway between Europe, Asia, and Africa, making it ideal for international business operations. As an EU member state, companies gain access to the European market and its freedoms.
Cyprus maintains double tax treaties with over 60 countries, preventing double taxation on the same income. This network is particularly valuable for businesses with international operations.
The business-friendly regulatory environment includes streamlined incorporation processes, minimal bureaucracy, and strong investor protections. Banking infrastructure is robust, with both local and international institutions offering comprehensive services to businesses.
LLC Company Formation
The requirements to form a Cyprus LLC are as follows:
- Valid passport
- Personal contact details
- Bank reference letter
- Proof of residential address
(Details are needed of every beneficial owner/Director of the Company)
Once the Registrar approves the company name, the company files the appropriate forms together with the company’s Memorandum and Articles of Association to the Cyprus Registrar of Companies
A company must have Articles of Association that outline its operational structure and governing rules. These documents establish how the company will function and must comply with Cyprus law.
Additional requirements include information about the company's proposed registered address in Cyprus and details of the company's intended business activities.
Procedure for Registration
The registration process begins with name approval from the Cyprus Registrar of Companies. This step ensures your chosen company name isn't already in use or prohibited.
Once the name is approved, you must prepare and submit the memorandum and articles of association. These documents outline the company's purpose and operational framework.
Next, you'll need to file incorporation documents with the Registrar of Companies. This includes submission of Form HE1 and other required documentation.
Registration with the Cyprus tax authorities is mandatory. Your company must obtain a tax identification number and register for VAT if applicable.
It's advisable to work with licensed Cyprus accountants who can ensure compliance with local regulations and assist with the entire formation process.
Advantages
- Cyprus is a member of the EU
- Cyprus has access to a number of EU conventions and agreements
- Taxation is 0% for all non resident companies
- Single member ownership is permissible
- Geographical proximity to Europe
- Nominee services are available
- Companies Act modelled after the UK
- Perfect international vehicle for trading or a holding company
- New migration of domicile laws
- Any nationality and resident of any country can form a non resident LLC (except Cyprus)
- Uncomplicated formation requirements
- Located in the temperate Mediterranean
- English is widely spoken
For more >> Cyprus Offshore Company
Top Uses
- Trading Company
- Holding Company
- International Investment Company
- Tax planning vehicle
- Consultancy
- Professional Services
- Copyright and property holding
Learn How To Protect Your Assets With The Strongest Offshore Asset Protection Structure In The World.
Corporate Taxation Structure
Cyprus Companies are identified as being resident or non resident for taxation purposes. Therefore a company is taxed only if it is a tax resident of Cyprus, and if its management is done locally in Cyprus. If a Cyprus Private Non Resident LLC conducts its business within the country then its locally sourced income is subject taxable.
As of 2003, the traditional offshore IBC’s structure was eliminated. Upon entering the EU, Cyprus had to conform to a number of financial regulations, however the Private Non-Resident Limited Liability Company, most embodies the tax breaks and structure formerly had by the Cyprus IBC. A Non Resident Private LLC enjoys a number of tax benefits including:
- No tax on profits
- No tax of dividends
- No royalty payments
- No capital gains
- No withholding tax
- No wealth or inheritance tax
Cyprus offers a highly competitive tax environment for LLCs, making it an attractive jurisdiction for international business. The corporate tax rate stands at 12.5%, one of the lowest in the European Union.
Cyprus maintains an extensive network of double tax treaties with over 60 countries, helping businesses avoid dual taxation on the same income. This creates significant advantages for international operations and cross-border transactions.
LLCs benefit from tax exemptions on dividend income from foreign investments under certain conditions. Capital gains tax is generally limited to real estate transactions within Cyprus, while gains from selling securities are typically exempt.
The tax residency is determined by the company's management and control location, not merely by registration. Companies must register for VAT if their taxable supplies exceed €15,600 in any 12-month period.
Key Corporate Features
| Cyprus LLC | Corporate Details |
| General | |
| Type of Entity | Private Limited Liability Company |
| Type of Law | Mixed Common and Civil Law |
| Governed by | Companies Law CAP 113 |
| Registered Office in Cyprus | Yes |
| Our time to establish a new company | 5-10 days |
| Minimum government fees (excluding taxation) | EUR 400 |
| Corporate Taxation | No |
| Access to Double Taxation Treaties | No |
| Directors | |
| Minimum number | One |
| Local required | No |
| Publicly accessible records | Yes |
| Location of meetings | Anywhere |
| Corporate directorship allowed | Yes |
| Members | |
| Minimum number | One |
| Publicly accessible records | Yes |
| Corporate shareholder allowed | Yes |
| Location of meetings | Anywhere |
| Company Secretary | |
| Required | Yes |
| Local or qualified | No |
| Accounts | |
| Requirements to prepare | Yes |
| Audit requirements | Yes |
| Requirements to file accounts | Yes |
| Publicly accessible accounts | Yes |
| Recurring Government Costs | |
| Minimum Annual Tax | EUR 350 |
| Annual Return Filing Fee | EUR 60 |
| Other | |
| Requirement to file annual return | Yes |
| Migration of domicile permitted | Yes |
Corporate Details
Anonymity, Confidentiality and Disclosure
The details of the shareholders, directors as well as the company’s financial statements are publicly accessible, and though the details of the beneficial owner are disclosed they are not made publicly available. Nominee services are available for use, which ensure anonymity for the director or shareholders.
Company Shares
A Cyprus LLC may use registered shares, preference shares, redeemable shares and shares with or without voting rights
Liability
The liability faced by the Company is limited to its assets. Shareholders are only liable to the extent in which they have invested with the company and cannot be held personally liable for any legal action that is taken against the LLC
Required Capital
There is no minimum capital with a usual authorized capital of EUR 1,000
Financial Statements required
Financial statements are required and are made publicly available
Directors
One Director is required for a Cyprus LLC who may be from any nationality except Cyprus and may be either an individual or legal entity
Company Secretary
A Cyprus LLC must appoint a secretary. The secretary can be an individual or a company. If the company is a single under single ownership then the Director can also be the Secretary.
Company Meetings
Company Meetings are required and may take place anywhere in the world
Principal Corporate Legislation
The Cyprus LLC is regulated through the Companies Law, Cap. 113. The law has been in force since 1952 and modelled off of the UK Companies Act 1948, though since then it has been amended when the country was incorporated into the European Union.
Type of Law
Mixed legal system (Civil and Common law)
Shareholders
A Cyprus LLC must have at least one shareholder and not more than 50. Shareholders may be of any nationality and a resident of any country except Cyprus and may be an individual or a corporate body.
Trading Restrictions
There are restrictions in conducting business activities in banking, insurance, assurance, reinsurance, fund management, collective investment schemes, and in trust management. If a Private Non Resident does business within Cyprus then all of its income that is Cyprus sourced is locally taxable. A LLC cannot enter into pre-incorporation agreements with other companies nor can the company remit any income back to Cyprus.
Exchange Controls
There are no exchange controls in Cyprus
Powers of the Company
A Cyprus LLC is a Limited Liability Company. An LLC provides members with a limited liability to which they are not held personally financially responsible for the losses of they company, and are held liable up to the amount of capital held/invested with the company.
Language of legislation and Corporate Documents
Greek, with certified English translation
Registered Office required
A registered office is required for a Cyprus LLC
Local Presence
LLCs must have a local registered office. No local secretary, director or any other presence is required.
Audit Requirements
A Cyprus LLC must have their financial accounts audited every year and submitted to the Cyprus Inland Revenue department. Audited financials are not made publically available.
Annual Reporting
Audited financial accounts need to be prepared and submitted annually in accordance with the International Financial Reporting Standards (IFRS) to the Cyprus Tax Authorities
Shelf Companies available
Shelf Companies are readily available
Time required to form offshore company
5 – 10 days
Name Restrictions
A Company must not use words such as "Assurance", "Bank", "Building Society", "Royal", "Trust Company", “Europe”, “International”, and "Trustee Company" or any other words that are deemed offensive or undesirable by the Register
Language of Name
Name may be in any language using the Latin alphabet
Names of Company requiring a special licence or permission
A Company must receive permission for some types of services, including but not limited to banking, insurance and financial services.
Permitted limited liability suffixes
All Cyprus LLCs must end with the word "Limited" or "Ltd".
Access to Double Tax Treaties
Cyprus has signed Double Taxation agreements with over 40 countries, however, DTT’s are not accessible for non-residents companies
Government Tax
EUR 400
Cyprus Offshore Company Formation with Offshore Protection
Packages Includes
- Government Registration Fee (First year)
- Registered Office Address (First year)
- Registered Agent Services (First year)
- Company Secretarial Maintenance
- Certificate of Organisation
- Articles of Organisation
- Minutes of First Organisers Meeting
- Ownership Certificates
- Register of Members
- FREE Phone and/or email consultations
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