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Annual Returns - Recent Amendments to the Cyprus Companies Law Cap. 113

Following the recent amendments to the Cyprus Companies Law Cap. 113 (Law 149(I)/2018) (the “Law”), the Registrar of Companies and Official Receiver (the “Registrar”) introduced the following administrative amendments and fines for late filing of annual returns.

Administrative Fine for late filing of annual returns

As of 18/12/2019, a company that fails to submit its annual return within a timely manner as per the requirements of the Law, is subject to a one-off penalty of €50 plus €1 for every day for which the default continues within the first 6 months plus €2 for every day thereafter for which the default continues. Such fine shall not exceed the amount of €500 for each default.

For example, if the date of the annual return is 2/4/2020, such return should be filed with the Registrar within 28 days, i.e. by 30/4/2020. In case the return is filed late, i.e. on 30/09/2020, then an administrative fine of €203 will be imposed to the Company which is calculated as follows:

  • €50 one-off penalty imposed on 1/5/2020

  • €31 for the month of May (€1 x 31 days)

  • €30 for the month of June (€1 x 30 days)

  • €31 for the month of July (€1 x 31 days)

  • €31 for the month of August (€1 x 31 days)

  • €30 for the month of September (€1 x 30 days)

  • Criminal prosecution of the company and its Directors

    If a company fails to comply with the filing of the annual return, the company and any director responsible for the omission commits a criminal offense and, if convicted, is subject to a fine of up to €42,72.

    Strike Off

    Failure to file the company’s annual return together with the financial statements, will result to the strike off of the company from the Cyprus Registry.

    When a company omits to file with the Registrar its annual returns and financial statements as per the requirements of the Law, the Registrar will send the company a letter informing it that upon the expiration of at least six months from the date of the said letter, the Registrar will proceed with striking off the company from the Cyprus Registry and relevant announcement will be published in the Official Gazette of the Republic of Cyprus.

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