Doradztwo podatkowe, fundusze inwestycyjne

Registration procedure

The formation procedure of the Cyprus International Business Company is, in general lines as follows:

1. Collecting of all information and documentation required.

First our Application Form must be completed and either sent back to us by e-mail or fax. The following information is required:

• The proposed name of the company, which has to be approved by the Registrar of Companies.
• The amount of the authorised capital of the company.
• The amount of the issued and paid up capital of the company.
• The main objectives and business of the company. There is no restriction as to the type and scope of the company.
• The names, addresses, occupations and nationality of the beneficial owners and shareholders as well as the proportion in which they will hold the shares of the company are required. The beneficial owner of the shares may be only one. If full anonymity and confidentiality is desired, nominee shareholders may be used who will hold the shares in trust for the beneficial owner. The public records kept at the Department of the Registrar of Companies show only the names of the nominees. Also the relevant certificates issued will declare as shareholders, the nominees only. Our office offers such nominee shareholders service (through our staff personnel and through nominee companies wholly controlled by us).
• Full names, professions, nationality and addresses of the directors and secretary of the company. The company must have at least one director and one secretary. The directors may be non-Cypriots or Cypriots (corporations or individuals). We assure professional board of directors ready to carry out our Client’s instructions concerning the company’s activity. Contact with the board in Polish is possible through our offices in Cyprus and in Warsaw.
• The proposed address of the registered office of the company.

We need the following documents to be sent to our office:

• Documents confirming the identity of the Client (beneficial owners, shareholders and directors) (one of the mentioned below):
  • Photocopy of valid passport with sharp photo – compliance with original document must be confirmed by our office in Warsaw OR
  • Photocopy of valid passport with clear/focused picture – the compliance with original document must be confirmed by a notary, an advocate or consulate.
• Documents confirming permanent address of the Client (beneficial owners, shareholders and directors) (one of mentioned below):
  • An original telephone bill, heating bill etc. from last three months which includes our Client’s permanent address;
  • An original account or credit card account statement from last three months, which includes permanent address of Client; OR
  • A photocopy of the identity card [old polish identity card: pages 2, 3, 6 and 7] – the compliance with the original document must be confirmed by our office in Warsaw or in Cyprus, a notary or consulate.
• References from client’s bank in which client holds current account.

2. Submission of the company documents to the Registrar of Companies.

3. Company name approval. A company name must be chosen and approved by the Registrar of Companies. This procedure usually takes 2-4 days. It is desirable to submit two or three alternatives to the first choice of name for approval to the Registrar of Companies, as experience has shown that this can save time and unnecessary exchange of correspondence.Taxways Limited has a “shelf list” with approved names to choose from, to speed up the registration of the company.

4. Memorandum and Articles of Association. To register a limited company Memorandum and Articles of Association must be prepared and filed at the Office of the Registrar of Companies. Memorandum specifies the activities in which the company may engage and Articles of Association specify the rules governing the internal management of the company. Once the company is registered, the relevant certificates are issued. Original certificates may be issued in English or Greek. The Memorandum and Articles of Association must be signed by the shareholders.

5. Certificate of Registration. As soon as registration of the company is effected the registrar of companies furnishes the secretary with the Certificate of Registration in Greek and copy in English, together with certified copies of the list of directors and secretary, shareholders, registered address, Memorandum and Articles of Association and a Certificate of Good Standing of the Company. As soon as the Certificate of the Registration of the Company is issued the company can arrange for the first meeting of the directors for statutory matters such as appointment of auditors, appointment of legal adviser, opening bank accounts, approval of the seal of the company and of the Memorandum and Articles of Association, appointment of the secretary etc.

6. Time needed to Register an International Business Company. Once the name of the company has been approved and all the documents required are in order, the Registrar of Companies effects registration in approximately 7 days.

7. Documents and certificates. Following registration of the company, the below documents are produced:

• Memorandum and Articles of Association,
• Certificate of Incorporation,
• Certificate of registered office,
• Certificate of directors,
• Certificate of shareholders,
• Undated, signed share transfer documents and undated signed resignation letters by nominee shareholders and nominee directors respectively (if nominees are opted),
• Declaration of trust by the nominee shareholders,
• Deed of indemnity whereby the beneficial owners indemnify the nominees for their actions

The complete corporate package is delivered to the Client by courier.

8. Additional Services. On the Client’s request our company provides another additional services:

• We help to open company’s bank accounts in reputable banks in Cyprus or in the world. Bank accounts can be opened by presenting copies of the above mentioned documents, together with copies of the passports of the beneficial owners and bank references.
• We notarise the documents or assist in documents legalisation in Polish consulate according to the 1961 Hague Convention.
• We assist in obtaining the company’s seal and its duplicate.
• We provide the company with a correspondence address. This service could include: mail-handling services (receiving mail, fax, e-mail) and diverting of calls to telephone number specified by the Client.

We provide also other services corresponding to our Client’s individual needs.

ATTENTION

• Before company acquisition or establishment, we advise to consult legal consequences of decisions to make with a lawyer or a tax advisor. Taxways Limited does not provide legal or tax opinions; however, we are ready to assist in receiving legal opinions from our Polish company Taxways Sp. z o.o who cooperate with us.
• The procedures of company registration and our contact with the Client are most often governed by the Cypriot law.