Knowledgebase

Statutory Declaration of Conformity (form HE1)

The main criteria of review of the form are:

• the name of the company is written as approved and the conditions for its approval, wherever applicable, are met; 
• the name of the lawyer or of the law firm sworn in court and the district where they/it comes from;
• signature of lawyer or law firm;
• signature of registrar's court and seal of court;
• date of affidavit;
• lawyer stamp duty, as determined by the Bar Association;
• optionally, name and address for correspondence may be completed;
• the accompanying documents have been attached.

Most common reasons for rejection of form by the examiner:

• lawyer stamp duty is not attached to the form;
• the forms submitted are not the statutory forms. The statutory forms are available on the webpage and at the offices of the Department;
• failure to complete/submit the above details.

Notification of company’s registered office address (form HE2)

The main criteria of review of the form are:

• the company name as approved;
• date of change is not completed in the first notice of address (this field concerns only change of address of registered office);
• address must be in the Republic of Cyprus and written in greek;
• officer’s signature (Check of officer - in case of a company, seal is also required);
• the date has been completed on the form.

Most common reasons for rejection of form by the examiner:

• the form submitted is not the statutory form of DRCOR. The statutory forms are available on the webpage and at the offices of the Department;
• failure to complete/submit the above details.

Details regarding first Directors and Secretaries (form HE3)

The main criteria of review of the form are:

• the company name as approved;
• the officer’s position is specified on the form (e.g. director or secretary or deputy secretary);
• the name of individual or legal person appointed as director or secretary;
• in case of appointment of a legal person, the registration number of the legal person (company) must completed. In case of a foreign organisation, the registration number is not written;
• in case of appointment of individual, identity or passport number, country of origin, date of birth and profession must be completed;
• full address of appointed directors and secretary;
• form signed by one of the appointed officers (in case where the officer is a company, the company seal is required);
• the date has been completed on the form;
• optionally, name and address for correspondence may be completed.

Most common reasons for rejection of form by the examiner:

• the date has not be completed on the form;
• the country of origin and profession of appointed directors and secretaries and identity or passport number is not completed;
• the form submitted is not the statutory form. The statutory forms are available on the webpage and at the offices of the Department;
• failure to complete/submit the above details.

Memorandum and Articles of Association

The main criteria of review of the memorandum of association are:

• the company name as approved. Attention: where the company name is mentioned in the Memorandum and Articles of Association, this must be the same (i.e. it is wrong to be ending in Λτδ or Ltd in some instances and Λίμιτεδ or Limited in others);
• the registered office address of is in Cyprus;
• the company’s objects are set out which must be lawful. Attention: On the basis of the provisions of law L89(I)/2015 [no.4(1)(A)], a company can declare in its Memorandum that its object is to conduct business as a commercial company of general objects;
• the shareholders’ liability is limited;
• the amount of nominal capital of company and and how it is divided;
• the shareholders are listed, their full address, identity number, nationality and profession for individuals, and the registration number for legal persons;
• the number of shares issued for each shareholder;
• signature of each shareholder and every shareholder must sign by hand the number of shares owned;
• the name and address of the signature witness is stated as well as their signature;
• submission date must be as the submission date of form HE1 to the Department or an earlier date;
• the Memorandum must be divided into paragraphs, which must be numbered, as must be the pages of the Memorandum.

The main criteria of review of the articles of association are:

• the company name must be the same as in the Memorandum;
• the articles must be divided into paragraphs and each page must be numbered;
• the Articles must contain the provisions according the company type (i.e. if it is private, public, single member etc.);
• at the last page of the Articles shareholders name and their signatures must be mentioned;
• signature witness details and signature must be included;
• must be dated (as the Memorandum);
• the name and address of the lawyer or of the law firm that drew up the Memorandum and the Articles of Association must be set out as well as their signature.

Most common reasons for rejection of memorandum and articles of association by the examiner:

• the company name in the Memorandum & Articles of Association is not written the same;
• the number of shares received by shareholders are not written by hand;
• the date is missing or is wrong;
• the pages of the Memorandum and Articles of Association are not numbered.

List of persons who consent to act as public company directors (form HE5)

The main criteria of review of the form are:

• the company name, as approved;
• full name, identity number and signature of directors;
• date (form completion);
• optionally, name and address for correspondence may be completed.

Most common reasons for rejection of form by the examiner:

• directors’ signatures are not original;
• the form submitted is not the statutory form. The statutory forms are available on the webpage and at the offices of the Department;
• failure to complete/submit the above details.

For further information regarding the relevant procedure, you may refer to the incorporating a company page.