Cyprus Transfer-in Companies (Transfer of Company’s Seat)
Cyprus Transfer-in companies, within the scope of the Cyprus Company Law Cap. 113, can be defined as the procedure of re-domiciling a foreign company’s registered office from a country or jurisdiction in the Republic of Cyprus and vice versa.
The transfer of a company’s registered office into Cyprus, apply inter alia if the foreign company is registered in a country which allows re-domiciliation and which company’s Memorandum and Articles of Association provide for the possibility of re-domiciliation.
The advantages to a company by this facilitative legislation are:
The only governing body responsible for the implementation of the re-domiciliation is the Cyprus Registrar of Companies of the Republic of Cyprus through a straight forward procedure accompanied by various documents from the foreign company, such as corporate documents, various resolutions, and certificates, etc. Also, if the company is carrying out a licensed activity it will need to satisfy local licensing criteria for the relevant activity.
Important timeframes to consider are the following:
– When all the relevant documents are submitted to the Cyprus Registrar of Companies, a certificate of temporary continuation will be issued and the company will be considered as a legal person for the purposes of the law. Within six months from that date, the company must submit to the Cyprus Registrar of Companies proof that it has been ‘deregistered’ from its transfer-out jurisdiction.
– The company is then issued with its permanent certificate of continuation. If the company does not procure such proof of deregistration within six months, then the Cyprus Registrar of Companies may:
This Cyprus legislation enabling transfers-in and out of Cyprus is expected to bring to Cyprus relocations from jurisdictions permitting transfers out. Cyprus’ unique tax and regulatory regime have brought it to the forefront of ‘vehicle’ jurisdictions for financing, restructuring, holding, investment and trading.
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