Cyprus Company Annual Compliance: HE32, AGM, Tax Returns & Deadlines
Everything a Cyprus company must do each year: HE32 annual return, AGM obligations, corporate tax return, provisional tax, VAT filings, and beneficial ownership registration. Penalties and deadlines laid out clearly.
Γρήγορη Περίληψη
Key annual deadlines for a η Κύπρος company: HE32 annual return within 28 days of AGM; corporate tax return (IR4) by 31 March (15 months after year-end); provisional tax instalments on 31 July and 31 December; VAT4 returns quarterly (40 days after quarter-end); VIES monthly by 15th of following month; UBO annual confirmation October–December. The €350 annual company levy was abolished from 2024.
Annual Levy Abolished — 2024
The η Κύπρος annual company registration levy of €350 (which applied from 2011 to 2023) was abolished with effect from 2024. No annual government levy is currently payable on registered η Κύπρος companies. Companies with unpaid levies from 2011–2023 remain liable for those arrears. The abolition represents a direct saving of €350 per year per registered company.
Annual Compliance Calendar at a Glance
Key Annual Deadlines for a Cyprus Company
| Obligation | Deadline | Penalty for Non-Compliance |
|---|---|---|
| HE32 Annual Return (Registrar) | 28 days after AGM | Max €150 + €20 extra filing fee |
| AGM (Annual General Meeting) | Within 18 months of incorporation, then annually within 15 months of previous AGM | Fine on company and officers |
| Provisional Tax Return + 1st Instalment | 31 July of current year | Interest + surcharge |
| 2nd Provisional Tax Instalment | 31 December of current year | Interest + surcharge |
| Corporate Tax Return (IR4) | 31 March (15 months after year-end) — via TAXISnet | €500 penalty + interest |
| Personal Income Tax Return (IR1) | 31 July (electronic) | €100 penalty + interest |
| Annual VAT Return / Recapitulative | 31 March (following year) | €51 penalty per return |
| Beneficial Ownership Register Update | Within 45 days of change | €200 per day (max €20,000) |
Cyprus Company Annual Compliance Calendar
| Obligation | Filing Deadline | Responsibility | Penalty for Late Filing |
|---|---|---|---|
| Annual Return (HE32) | 28 days after AGM (extendable by 3 months) | Company Secretary | €20 + €20 late surcharge + €50 fixed + €1/day, capped at €150 total |
| Corporate Tax Return (IR4) | 15 months after year-end (e.g. FY2024 → 31 March 2026) | Company / Accountant | Interest at 1.75% p.a. on unpaid tax + 5% surcharge |
| Provisional Tax — 1st Instalment | 31 July | Company / Accountant | Interest at 1.75% p.a. on underpaid amount |
| Provisional Tax — 2nd Instalment | 31 December | Company / Accountant | Interest at 1.75% p.a. on underpaid amount |
| VAT Return (VAT4) | 10th of 2nd month after quarter-end | Company / Accountant | €50 per late return + interest |
| VIES/EC Sales List | 15th of month following reporting month | Company / Accountant | €50 per late submission |
| UBO Register Annual Confirmation | 1 October – 31 December each year | Company Secretary / Director | €100 first day + €50/day, max €5,000 |
| Audited Financial Statements | Filed with HE32 at Registrar | ICPAC-licensed Auditor | Penalty for late filing of HE32 (see above) |
HE32: The Annual Return to the Registrar
Every η Κύπρος company must file an HE32 annual return with the η Κύπρος Registrar of Companies. The HE32 provides a snapshot of the company's registered details — shareholders, directors, secretary, registered office, and share capital — as at the date of the Annual General Meeting (AGM).
The HE32 must be filed within 28 days of the AGM date. This is a common source of confusion: the deadline is not 31 January of the following year (a misconception that circulates widely online) — it is 28 days after the AGM. Since the AGM can be held at any time within the statutory window, the HE32 deadline varies by company.
HE32 Deadline Is 28 Days After AGM
The HE32 must be filed within 28 days of the AGM — not by 31 January. If your AGM is held in November, the HE32 is due in December. Plan accordingly.
HE32 Penalties
The penalty for late HE32 filing is a maximum of €150, plus a €20 additional fee payable to the Registrar for the late submission itself. These penalties are per return. Where multiple years of HE32s are outstanding, each year's return attracts a separate penalty.
There is no daily accumulating penalty for late HE32 (unlike the beneficial ownership register). However, persistent non-compliance can result in the Registrar striking off the company from the register.
Some older online sources quote a €500 penalty for late HE32. This is incorrect. The current maximum is €150 plus the €20 administrative fee.
Provisional Tax
η Κύπρος operates a provisional tax system for ΕΦΕ. Companies estimate their taxable profit for the current year and pay provisional tax in two equal instalments:
- First instalment: 31 July of the current tax year
- Second instalment: 31 December of the current tax year
The provisional tax estimate must be at least 75% of the final actual tax liability to avoid a surcharge of 10% on the shortfall. If no provisional return is filed, the penalty is 10% of the actual tax liability. New companies in their first year of operation are not required to file provisional tax.
If the provisional tax paid exceeds the final liability, the excess is refunded (or can be offset against the following year's liability).
Beneficial Ownership Register
All η Κύπρος companies must register their ultimate beneficial owners (UBOs) — individuals who directly or indirectly hold more than 25% of the shares or voting rights — with the η Κύπρος Registrar of Companies' Beneficial Ownership Register (BOR). The BOR must be kept up to date, with any changes registered within 45 days of the change occurring.
Penalties for failure to maintain an accurate BOR record are severe: €200 per day, capped at €20,000. Officers (directors) of the company can be personally liable.
Σχετικοί Οδηγοί
Συχνές Ερωτήσεις
When is the HE32 annual return due in Cyprus?
Within 28 days of the Annual General Meeting (AGM). The deadline is not 31 January — it depends on when the AGM is held.
What is the penalty for late HE32 filing?
A maximum penalty of €150 plus a €20 administrative fee for the late submission. The total maximum is €170 per return.
When is the Cyprus corporate tax return due?
The annual corporate income tax return (IR4) is due on 31 March — which is 15 months after the 31 December year-end for most companies. Filing is electronic via TAXISnet.
What happens if provisional tax is underestimated?
If the provisional tax paid is less than 75% of the final actual tax liability, a 10% surcharge is imposed on the shortfall, in addition to interest.
Who must be registered on the Beneficial Ownership Register?
All individuals who directly or indirectly hold more than 25% of shares or voting rights, or who otherwise exercise control over the company. Registration must be updated within 45 days of any change.
Does a Cyprus company with no trading activity still need to file annual returns?
Yes. A dormant company must still file the HE32 annual return, submit a corporate tax return (showing nil income), and maintain the beneficial ownership register. Failure to do so can result in the Registrar striking off the company.
Αποποίηση Ευθύνης: Αυτό το άρθρο έχει αποκλειστικά ενημερωτικό χαρακτήρα και δεν συνιστά νομική, φορολογική ή χρηματοοικονομική συμβουλή. Οι φορολογικές νομοθεσίες αλλάζουν συχνά. Συμβουλευτείτε ειδικό σύμβουλο στην Κύπρο για την περίπτωσή σας.
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