By Nexora Cyprus editorial team · General information — seek advice for your circumstances
Quick Summary
A Cyprus private limited company is incorporated through the Registrar of Companies using the required name-approval, registered-office, officer and constitutional documents. Processing time and current government charges depend on the filing route and should be confirmed before submission.
Before incorporating, you need to select the correct legal form. The overwhelming majority of foreign-owned and entrepreneurial businesses use the private company limited by shares (Ltd). This is Cyprus's equivalent of the UK private limited company and the German GmbH — a separate legal entity with limited liability for its shareholders.
Cyprus Entity Types at a Glance
| Entity Type | Liability | Min. Capital | Best For |
|---|---|---|---|
| Private Ltd (Ιδιωτική Εταιρεία) | Limited to shares | €1 | Most businesses |
| Public Ltd (Δημόσια Εταιρεία) | Limited to shares | €25,629 | Listed / large cos |
| Branch of Foreign Company | Unlimited (parent) | None | Market entry / testing |
| Partnership (General/Limited) | General: unlimited | None | Professional firms |
The first formal step is filing an HE1 form with the Registrar of Companies (Department of Registrar of Companies and Official Receiver — DRCOR). The HE1 allows you to submit up to three preferred company names in order of preference.
The Registrar checks the proposed name against the existing register for identical or confusingly similar names, and reviews it against the list of restricted or prohibited words (e.g., 'bank', 'insurance', 'trust', 'royal', 'government' all require specific licences or ministerial consent). Name approval typically takes 5–7 working days.
Once the name is approved, the company is incorporated by filing the HE2 (Registered Office declaration) and HE3 (Directors and Secretary registration) simultaneously with the Memorandum and Articles of Association.
HE2 requires a physical Cyprus address — a PO Box is not sufficient. This address is publicly listed on the Cyprus Companies Register and is used for service of official documents. We provide a Cyprus registered office address as part of our incorporation service.
HE3 records the initial directors and company secretary. Cyprus private companies require at least one director (individual or corporate) and one company secretary. There is no requirement for directors to be Cyprus residents, although tax and economic substance considerations may make resident or locally managed directors preferable.
The M&AA is the constitutional document of the company. The Memorandum sets out the company's name, registered office, objects (business purposes), and authorised share capital. The Articles govern internal management: meetings, voting rights, dividend policy, share transfer restrictions, and director powers.
Cyprus law follows a broad objects approach — most M&AAs are drafted with wide objects clauses to avoid constraining future activities. Bespoke provisions (class shares, weighted voting, drag-along/tag-along rights, pre-emption clauses, put/call options) are available and should be considered at incorporation rather than by later amendment. After company formation, the next priority is usually setting up payroll and VAT registration if trading immediately.
Registrar and professional fees depend on the filing route, authorised capital, requested certificates and any expedited option available at the time. Confirm the current official fee schedule and processing option before filing. See the annual return guide for obligations that arise after incorporation.
Cyprus Registrar Incorporation Fees (2026)
| Authorised Share Capital | Standard Fee | Expedited Fee (+24h) |
|---|---|---|
| Up to €1,000 | €165 | €265 |
| €1,001 – €10,000 | €165 + 0.6% of excess over €1,000 | Add €100 |
| €10,001 – €100,000 | €219 + 0.4% of excess over €10,000 | Add €100 |
The €165 fee covers the standard registration of the HE1, HE2, HE3, and M&AA in a single submission. Legal/professional fees for drafting and filing are charged separately by the service provider.
Incorporation creates the company but does not automatically register it for tax or other purposes. Review our pricing for a full breakdown of what's included in our formation packages. Within a short period of incorporation, the following registrations must be completed:
End-to-End Timeline
| Stage | Working Days |
|---|---|
| KYC / due diligence collection | 1–2 days |
| HE1 name approval | 5–7 days |
| HE2/HE3/M&AA filing & Registrar processing | 5–7 days |
| Certificate of Incorporation issued | Day 10–15 |
| TIN registration | 2–3 days after incorporation |
| VAT/VIES registration | 5–10 business days |
Expedited Registrar processing can reduce the HE2/HE3 stage to 1–2 working days for an additional €100 fee.
Related Guides
Disclaimer: This article is for informational purposes only and does not constitute legal, tax, or financial advice. Tax laws change frequently. Consult a qualified Cyprus adviser for guidance specific to your situation. The information on this page is general guidance only and does not constitute legal, tax, accounting, immigration or financial advice. Specific advice should be obtained based on the facts of each case.
— References linked in this article
Read each reference alongside the claim it accompanies and check current amendments before relying on it. General information — seek advice for your circumstances.
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