Cyprus Company Annual Maintenance Checklist 2026
HE32, UBO Register, Accounts, Tax, Registered Office and Ongoing Compliance
11 November 2026
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Incorporating a Cyprus company is relatively straightforward. Keeping it properly maintained is more important.
A Cyprus company does not remain compliant simply because it has no transactions, no employees or no activity. Once incorporated, it has continuing obligations under the Companies Law, tax legislation, beneficial ownership rules and, depending on its activities, VAT, employment and other regulatory requirements.
Some obligations arise every year. Others arise whenever there is a change in the company. Some apply only to trading companies, employers, VAT-registered businesses or companies with related-party transactions.
The purpose of this guide is to provide a practical Cyprus company annual maintenance checklist for 2026 and explain what company directors and beneficial owners should be monitoring.
A useful starting point is to divide company maintenance into three categories: (i) annual obligations, (ii) ongoing/event-driven obligations and (iii) activity-dependent obligations.
Cyprus Company Annual Maintenance Checklist 2026
1. Check that the company’s registered particulars are correct
Before dealing with the annual return, the first step should be to make sure that the information appearing at the Cyprus Registrar of Companies is accurate.
This includes the company’s registered office, directors, secretary, shareholders and share capital.
This is important because the information contained in the annual return must correspond with the information already held by the Registrar. The Registrar specifically states that changes to a company’s particulars should be notified before the annual return is filed.
A common mistake is to treat the HE32 annual return as the document through which historic changes can simply be corrected. It is not. If, for example, a director resigned during the year but the change was never filed, the appropriate corporate filing should normally be dealt with first.
Changes to directors or the company secretary must generally be notified to the Registrar using form HE4 within 14 days of the change. A change of registered office is similarly notified through form HE2 within 14 days.
This means that proper maintenance should happen throughout the year, rather than once every December.
2. Maintain a valid registered office and company secretary
Every Cyprus company must maintain a registered office in Cyprus.
The registered office is not simply a correspondence address. The Registrar states that it must not be merely a mailbox. It is the official address to which statutory notices and correspondence may be sent and where company registers and other corporate documents may be maintained.
Every Cyprus company must also maintain a company secretary.
Where shareholders or directors live outside Cyprus, the registered office and secretary are particularly important because they provide the administrative infrastructure through which Registrar correspondence, statutory records and corporate filings can be monitored.
At AGPLAW, we normally combine registered office, company secretarial and corporate administration services so that changes in the company are identified and filed when they occur rather than being discovered at the end of the year.
3. Review the Beneficial Ownership Register
Beneficial ownership compliance is now one of the most important elements of maintaining a Cyprus company.
For newly incorporated companies, beneficial ownership information must generally be entered into the Beneficial Ownership Register within 90 days from incorporation.
Where information already entered in the register changes, the company must update it within 45 days from the date the relevant change comes to its attention. This can include a change of beneficial owner, percentage interest, address or other relevant information.
There is also a separate annual confirmation obligation.
For 2026 specifically, the Registrar announced on 16 September 2026 that Cyprus companies must access the Beneficial Ownership Register between 1 October and 31 December 2026 and confirm the details of their beneficial owners, senior management officials or applicable due-diligence information.
This annual confirmation is required even where nothing has changed.
Failure to complete the annual confirmation by 31 December 2026 may result in a fine of €100 on the first day of non-compliance plus €50 for each subsequent day, up to a maximum of €5,000.
This should therefore be treated as a fixed item on every Cyprus company’s annual compliance calendar.
4. Keep proper accounting records throughout the year
Accounting should not begin when the auditor asks for documents.
The directors of a Cyprus company are responsible for maintaining proper books of account and supporting records that explain the company’s transactions and allow its financial position to be determined with reasonable accuracy.
The Registrar’s guidance specifically refers to records of money received and spent, sales, purchases and other transactions, assets and liabilities, together with supporting material such as contracts and invoices.
In practical terms, companies should provide their accountant throughout the year with bank statements, invoices, receipts, agreements, loan documents, investment statements and details of significant transactions.
This is particularly important for holding and investment companies. A company may have only a small number of transactions, but a share acquisition, shareholder loan, dividend, financing transaction or disposal may have substantial accounting and tax significance.
A company described by its owner as “dormant” should therefore not automatically be assumed to have no accounting obligations.
5. Prepare annual financial statements
Cyprus companies are required to prepare annual financial statements in accordance with the applicable Companies Law and financial reporting requirements.
The directors are responsible for ensuring that a complete set of financial statements is prepared. The first financial statements must generally be presented no later than 18 months after incorporation and thereafter at least once in every calendar year.
Depending on the size and circumstances of the company, the financial statements may be subject to statutory audit or, where the relevant statutory conditions are satisfied, a review engagement.
An important change applies from 2026. For financial years beginning on or after 6 February 2026, the net turnover threshold relevant to the statutory review regime increased from €200,000 to €300,000, while the other applicable criteria remain unchanged.
Whether a company qualifies for review rather than full audit should therefore be checked with
its accountant or auditor rather than assumed.
The financial statements are also directly connected with the company’s annual return, so leaving the accounts unresolved can ultimately delay the company’s corporate filings as well.
6. File the HE32 annual return
Every Cyprus company must file an annual return.
For a private company with share capital, the annual return is filed electronically using form HE32I.
The annual return records important information about the company, including its registered office, directors, secretary, share capital and members. It must be accompanied by the relevant financial statements.
There is not one universal HE32 deadline applicable to every Cyprus company.
The company’s annual return date is determined by its own incorporation and filing history. For a new company, the first annual return date follows the expiry of 18 months from incorporation. For an existing company, the next return date generally falls one year after the drafting date of its previous annual return. Once drafted, the return must be filed with the Registrar within 28 days.
The official filing fee is currently €20. Late filing carries additional charges, and for annual returns with reference dates from 2021 onwards the late-filing penalty can reach €150, consisting of €50 on the first day of non-compliance plus €1 for each continuing day, subject to the statutory maximum.
More importantly, repeated failure to submit annual returns can ultimately place the company’s good standing at risk and may lead to strike-off procedures.
7. Review the company’s corporation tax position
Corporate maintenance and tax compliance should be managed together.
From 1 January 2026, the standard Cyprus corporate income tax rate is 15%.
Companies expecting taxable income for 2026 are generally required to estimate their taxable profits and deal with provisional corporation tax during the year. The usual provisional tax instalments fall on 31 July and 31 December of the relevant tax year.
The estimate should also be reviewed before year-end. A company that has performed substantially better or worse than expected should not simply leave its original provisional calculation untouched.
The 2026 tax reform also changed the longer-term filing timetable for corporate income tax returns.
For tax years up to 2025, the general filing deadline remains 31 March of the second following year, subject to transitional extensions. For the 2026 tax year onwards, the corporate income tax return deadline moves to 31 January of the second year following the tax year. Accordingly, the corporate tax return for the 2026 tax year is due by 31 January 2028.
There is also an important transitional deadline during 2026: the Tax Department currently states that the corporate income tax return for the 2024 tax year is due on 30 November 2026.
The tax calendar should therefore be monitored independently from the company’s Registrar filing calendar.
8. Check VAT and VIES obligations
Not every Cyprus company is required to register for VAT, but where the company is VAT registered, VAT becomes part of its regular maintenance.
A Cyprus established business carrying out taxable transactions is generally required to register once its taxable turnover exceeds €15,600 over the applicable 12 month period, or where there are reasonable grounds to expect the threshold to be exceeded within the relevant 30-day period. Other VAT-registration triggers can apply, including certain intra-EU activities.
VAT returns are normally filed quarterly according to the company’s VAT period.
Companies supplying relevant goods or services to VAT-registered businesses elsewhere in the EU may also have VIES reporting obligations. VIES is generally a monthly compliance requirement rather than an annual one; for example, the Tax Department confirmed that the August 2026 VIES return was due by 15 September 2026.
The practical lesson is simple: once a company becomes operational, the accountant should be informed immediately of changes in trading activity rather than discovering them months later when the annual accounts are prepared.
9. Review related-party and transfer-pricing transactions
Companies forming part of a group, lending money to shareholders or related companies, receiving intragroup services, paying management fees or carrying out other controlled transactions should review their transfer-pricing position annually.
Cyprus transfer-pricing rules may require documentation and reporting depending on the nature and level of controlled transactions.
Companies falling within the relevant rules may also be required to submit a Summary Information Table of Controlled Transactions. The Tax Department confirms that where the obligation applies, the table is submitted electronically by the same due date as the income tax return for the relevant tax year.
This area is easily overlooked in small international groups. A company may have very few external transactions while maintaining substantial shareholder, subsidiary or sister-company balances.
Those transactions should therefore be reviewed before the accounts and tax return are finalised.
10. Review directors’ decisions, contracts and corporate approvals
A Cyprus company should have proper evidence of the decisions it makes.
Important transactions should be supported by appropriate board or shareholder approvals where required. Examples include major contracts, acquisitions and disposals, loans, guarantees, opening or closing bank accounts, dividend declarations, changes to share capital and material related-party transactions.
For internationally owned Cyprus companies, this is also relevant to governance and substance.
Board minutes should reflect genuine decision-making rather than being created retrospectively simply because a bank, tax authority or auditor later requests evidence.
Where the company relies on Cyprus management or tax residence, the directors should be genuinely involved in the company’s affairs and the corporate record should be consistent with the way the company actually operates.
Annual maintenance should therefore include a review of whether the company’s legal records match its commercial reality.
11. Complete the annual AML/KYC and compliance review
Corporate service providers, lawyers, accountants and banks operate under continuing AML and sanctions obligations.
For this reason, clients should expect periodic requests to update KYC information.
An annual compliance review may involve confirming the beneficial ownership structure, directors and authorised signatories; checking identification and address documents; refreshing sanctions and politically exposed person screening; reviewing the company’s activities and countries of operation; updating expected turnover and transaction profiles; and, where necessary, updating source-of-funds or source-of-wealth information.
This is not merely administrative duplication.
A company that was incorporated to provide consultancy services but subsequently begins trading goods through higher-risk jurisdictions presents a materially different compliance profile. The same applies when a new shareholder enters, a trust becomes involved, a company changes banking arrangements or the nature and scale of transactions changes substantially.
Clients should therefore advise their corporate administrator when material changes occur rather than waiting for the next annual KYC request.
12. Carry out a year-end corporate health check
The best approach is not simply to ask, “Has the HE32 been filed?”
A proper annual review should look at the company as a whole.
At year-end, the directors and corporate administrator should confirm that the Registrar records are correct; the UBO register is up to date and annually confirmed; accounting records have been provided; financial statements and tax filings are progressing; VAT, VIES and payroll obligations have been dealt with where applicable; related-party transactions have been reviewed; significant corporate decisions have been properly documented; and the company’s banking and KYC information remains current.
This is particularly important for foreign-owned Cyprus companies because responsibility is often divided between the shareholder, lawyer, corporate service provider, accountant, auditor and tax adviser.
Without coordination, each adviser may assume that somebody else is dealing with a particular obligation.
Does a dormant Cyprus company still require annual maintenance?
Yes.
The fact that a company has stopped trading does not, by itself, cancel its legal existence or its annual obligations.
A dormant or inactive company may still need a registered office, secretary, UBO compliance, accounting records, annual financial statements and annual returns, together with the appropriate tax treatment.
If the company is genuinely no longer required, it may be more appropriate to consider an orderly voluntary strike-off or liquidation rather than continuing indefinitely to incur annual maintenance costs.
Dormancy and closure are therefore two different matters.
Is the €350 annual Cyprus company levy still payable?
No.
The former €350 annual company levy was abolished from 2024 onwards.
This is worth repeating because many websites and older annual-maintenance checklists continue to include it.
Its abolition does not remove the company’s other annual obligations. A company must still maintain its registered office and secretary, accounts, UBO information, annual return and tax compliance.
The disappearance of one government levy should therefore not be confused with the disappearance of annual company maintenance.
A simple 2026 compliance calendar
For most Cyprus companies, the dates worth placing immediately in the corporate calendar are 31 July for the first provisional tax instalment where applicable; 1 October to 31 December for annual UBO confirmation; 30 November 2026 for the transitional 2024 corporate tax return deadline; and 31 December for the second provisional tax instalment and final review of the provisional tax position.
The company’s HE32 deadline is company specific, rather than a universal calendar date, while VAT, VIES, payroll and other filings run according to their own periodic deadlines. The 2026 UBO confirmation window has been expressly reconfirmed by the Registrar for this year.
Who is responsible for keeping a Cyprus company compliant?
Ultimately, the directors remain responsible for the management of the company and for ensuring that its statutory obligations are met.
In practice, however, good company maintenance requires coordination between the directors, company secretary, corporate administrator, accountant, auditor, tax adviser and beneficial owners.
This is why we generally recommend having one party coordinate the company’s compliance calendar rather than treating each filing as a separate transaction.
At AGPLAW our corporate administration team monitors the corporate side of this process and coordinates with the company’s accounting, tax and other advisers where required.
How AGPLAW can assist
AGPLAW provides ongoing company administration services for Cyprus companies, including registered office and company secretary services, Registrar filings, annual returns, beneficial ownership filings and annual confirmations, maintenance of statutory records, corporate resolutions and board support, AML/KYC reviews, coordination with accountants and auditors and assistance with company changes and restructurings.
We also assist clients who already have Cyprus companies administered elsewhere.
Where a client wishes to transfer the administration of an existing Cyprus company to us, we can first carry out a corporate compliance review to identify outstanding annual returns, outdated directors or shareholders, UBO issues, missing corporate records or other matters requiring regularisation.
The objective is not simply to file documents each year.
It is to ensure that the company remains properly maintained, commercially usable and in good standing throughout its life.
Need help maintaining an existing Cyprus company?
If you already own a Cyprus company but are uncertain whether all annual filings and compliance requirements are up to date, AGPLAW can review its current status and provide a consolidated annual maintenance solution.
Contact our Corporate Services team for a Cyprus company compliance review or annual maintenance quotation.
Contact us at [email protected] or +357 25 731000.
Disclaimer: The information provided by AGPLAW | A.G. Paphitis & Co. LLC is for general informational purposes only and should not be construed as professional or formal legal advice. While every effort has been made to ensure the accuracy and reliability of the information contained herein, no representation or warranty is given. In no event will the author or any related parties be liable for any loss arising from reliance on this article.
