Company Formation
Full walkthrough of Cyprus company incorporation — HE1 name approval, HE2/HE3 filing, M&AA drafting, Registrar fees (€165), and post-registration steps. Typical timeline: 10–15 working days.12 min read · By Nexora Cyprus editorial team · Reviewed by an ICPAC-registered Cyprus tax adviser engaged by Nexora
Quick Summary
A Cyprus private limited company is incorporated via the Registrar of Companies by filing HE1 (name approval), HE2 (registered office), HE3 (directors/secretary), and the Memorandum & Articles of Association. The government registration fee is €165 for standard share capital. The end-to-end timeline is typically 10–15 working days, or 7–10 with expedited processing (+€100).
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.
The Cyprus Registrar charges a filing fee based on the company's authorised share capital. For most incorporations using a standard €1,000 authorised share capital, the registration fee is €165. Expedited processing (within 24 hours) is available for an additional €100, bringing the total to €265 for same-day/next-day registration. See all annual return obligations that arise once your company is incorporated.
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.
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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.
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