Cyprus SaaS exit · 0% CGT · 90-day prep
Article 9(1)(g) titles exemption: 0% Cyprus capital gains tax on share disposal at exit. Combined with Non-Dom 0% SDC on dividends + Cyprus IP Box ~3% on ongoing IP profit + post-2026 stamp-duty repeal, Cyprus is structurally the best EU base for a SaaS founder targeting an M&A or IPO exit.
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— WHAT YOU GET
Article 9(1)(g) ITL 118(I)/2002 (titles exemption) provides UNCONDITIONAL 0% Cyprus capital-gains tax on disposal of shares — share-sale exit or IPO-share-sale. No 5%-or-25%-holding test, no 12-month-holding test, no active-business test. Just clean 0%. Exception: 20% CGT if target value is >50% Cyprus immovable property (rare for SaaS).
Cyprus IP Box (80% exemption on qualifying IP-derived profit) reduces effective rate to ~3% on the SaaS's qualifying revenue stream PRE-EXIT. Improves valuation (higher net cash flow + cleaner post-tax economics). Combined with 20% R&D super-deduction (post-2026).
Cyprus's English-common-law-aligned corporate framework + ICPAC audit-firm signoff + Cyprus Bar-coordinated SPA drafting + post-2026 stamp-duty repeal = M&A diligence-ready by default. W&I insurance market accepts Cyprus structures at standard pricing.
Cyprus M&A typically completes in 90 days from engagement to completion — see /articles/cyprus-ma-playbook-2026. Due diligence, SPA, W&I binding, regulatory clearances, completion mechanics all well-trodden in Cyprus.
— EVERYTHING INCLUDED
— PROCESS
Audit current corporate structure + IP location + holding-company arrangement + Cyprus IP Box eligibility. Identify pre-exit restructuring requirements (share-class simplification, IP migration to Cyprus, multi-class to single-class conversion).
Cyprus Ltd Business tier + Cyprus IP HoldCo + transfer-pricing-supported royalty + IP Box methodology. See /articles/cyprus-ip-holdco-formation-playbook-2026 for the 90-day playbook.
Advance Tax Ruling (ATR) on IP Box methodology — provides binding Cyprus Tax Department confirmation. Particularly valuable for €5M+ ARR SaaS pre-exit. Provides acquirer / IPO underwriter confidence.
Standard 90-day M&A completion or 12-24 month IPO-readiness timeline. Cyprus-side structure facilitates due diligence + execution. 0% CGT on exit + 0% Non-Dom on subsequent dividend take-out + 0% stamp duty.
We deliver a Cyprus exit structure that withstands W&I underwriter scrutiny, acquirer due diligence, and Cyprus Tax Department review. If a successful Tax Department challenge invalidates our methodology purely because of our own error, we redo the work at no cost.
— COMMON QUESTIONS
Yes for SaaS / tech companies — Article 9(1)(g) titles exemption is unconditional on share disposals. Exception: 20% CGT applies if target value is >50% Cyprus immovable property (specific to real-estate-heavy targets, rare for software / SaaS).
Home-country tax applies based on YOUR personal tax residency at exit. Becoming Cyprus tax-resident BEFORE exit may shift to Cyprus's 0% regime (subject to DTT tie-breaker + home-country exit-tax / anti-abuse rules). See /articles/cyprus-exit-tax-leaving-uk-germany-2026 for country-specific analysis.
Cyprus IP HoldCo + substance + IP Box methodology: 90 days target. Plus M&A / IPO execution: 60-90 days (M&A) or 12-24 months (IPO). Start structuring 12-18 months pre-exit for cleanest outcomes.
Yes — Cyprus parent structures accepted by US acquirers (Microsoft, Google, Salesforce, IBM, Cisco, Oracle have all acquired Cyprus-incorporated targets). NASDAQ listing via foreign-private-issuer route works for Cyprus parent. Cyprus + Delaware C-corp hybrid structures also common.
Cyprus earn-outs — case-specific tax characterisation (capital vs employment income vs service fee). Standard earn-out tied to revenue / customer retention typically capital — 0% Cyprus titles exemption. Earn-out tied to founder's continued employment may be characterised as employment income (subject to PAYE). Document clearly in SPA. See /articles/cyprus-ma-playbook-2026.
Only to MNE groups ≥€750M consolidated revenue. For a typical SaaS at exit (€10-100M ARR, valuation €100M-€1B), almost always sub-threshold and unaffected.
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