Re-Domiciliation of Companies to Cyprus

The Company re-domiciliation process allows a company to move its domicile from one jurisdiction to another by changing the country under whose law it is registered while retaining its corporate identity.

The primary reason a company redomiciles is to profit from another jurisdiction’s more favorable tax laws and/or break into certain capital markets.

The Cyprus Companies Act in 2006 introduced the new legislative regime in respect of company re-domiciliation by which: 

• Foreign companies, if eligible to do so, can be redomiciled in Cyprus;
• Cypriot registered companies can be redomiciled abroad.

A foreign company registered in a jurisdiction where re-domiciliation is allowed, and with a Memorandum and Articles of Association that authorizes them to redomicile, may initiate re-domiciliation in Cyprus by applying to the Registrar of Cyprus companies to be registered as a continuing company, in line with the provisions of the Cyprus Company Law.

For a foreign company that wishes to engage in activities that require a special license under Cyprus legislation (including Financial Service Companies, Insurance Companies, and Financial Institutions), such license can only be obtained by the Cyprus relevant authorities. Furthermore, the foreign company must show that the relevant authorities of their country have approved their re-domiciliation by providing relevant documents.

Applications by foreign companies to redomicile in Cyprus can be rejected when:

• Dissolution proceedings have been filed against them;
• There is an appointment of a liquidator or receiver or administrator for the company’s property;
• A court order or judgment is limiting the rights of the company’s creditors;
• Certain procedures have been filed against them for infringing the laws of the company’s jurisdiction.