Running a Cyprus company means meeting a fixed set of obligations every single year — and there is no version of "doing nothing" that keeps a company in good standing. Those obligations fall into two parallel streams. The first is owed to the Department of Registrar of Companies and Intellectual Property: corporate-law filings such as the Annual Return (form HE32), the financial statements that accompany it, and the register of ultimate beneficial owners. The second is owed to the Cyprus Tax Department: the corporate income tax return (TD4) and the provisional tax paid during the year. Underpinning both is the bookkeeping and the IFRS financial statements that everything else is built on, and the audit or review that gives those statements credibility.
This is the pillar guide to that whole cycle. It walks through each obligation in the order it actually happens during the year — records, financial statements, audit or review, the AGM, the HE32 with the prior accounts, the UBO register, and then the tax return and provisional tax — sets out the deadlines in tables, and finishes with a worked twelve-month timeline for a company with a 31 December year-end. The €350 levy was abolished in 2024, the 2026 tax reform moved the corporate tax-return deadline, and a separate 2026 Companies Law amendment raised the turnover threshold for the lighter review option for financial years beginning on or after 6 February 2026. Those changes are flagged throughout. For the deadline-by-deadline view across the whole year, pair this guide with our 2026 Cyprus tax calendar.
The annual cycle at a glance
A Cyprus company has, in effect, two compliance calendars that run side by side. One is filed at the Registrar of Companies under Companies Law Cap. 113; the other is filed at the Tax Department under the income tax legislation. A company can be perfectly up to date on one and in default on the other, so the two must be managed as a single combined cycle. The table below maps the full year.
| Obligation | Owed to | What it is | Frequency / timing |
|---|---|---|---|
| Bookkeeping & records | Tax Department (and the audit) | Proper books supporting the accounts | Updated within 4 months of each transaction; kept 6 years |
| IFRS financial statements | Registrar & Tax Department | Year-end accounts to IFRS | Annually, after year-end |
| Audit or review | Registrar & Tax Department | Assurance by an ICPAC-licensed auditor | Annually, on the financial statements |
| Annual General Meeting | Members (Cap. 113) | Accounts laid before shareholders | First within 18 months of incorporation, then yearly |
| Annual Return (HE32) | Registrar | Corporate snapshot + prior-year accounts | Annually, within 28 days of its drafting date |
| UBO register | Registrar | Beneficial-ownership details | Filed and kept current; confirmed annually |
| Corporate tax return (TD4) | Tax Department | Self-assessed corporate income tax | By 31 January of the second year after the tax year |
| Provisional tax | Tax Department | Usually two instalments on estimated profit; qualifying new activity or income after 30 June can use one | Normally 31 July and 31 December; qualifying single payment by 31 December |
Bookkeeping and accounting records
Every Cyprus company must keep proper books and records, update them within the applicable four-month period from the month of the transaction, and retain them for six years. This is not optional housekeeping — it is a legal obligation, and it is the foundation on which the financial statements, the audit or review and the tax return all stand. Records reconstructed in a hurry at filing time produce a slow, expensive audit and weak tax positions; records kept monthly produce the opposite.
The four-month rule is the one practitioners most often overlook. A January transaction must be entered within the applicable four-month period from the month of the transaction, not left until the auditor asks for it much later. Keeping the books current also makes annual accounts, VAT returns and tax computations more reliable. In practice this means maintaining a general ledger, supporting invoices and contracts, bank statements and reconciliations, and a fixed-asset register throughout the year. Our accounting and bookkeeping service runs this monthly so that year-end is a finalisation exercise rather than a reconstruction. Good records also feed VAT and payroll compliance — see the VAT registration guide and the payroll, social insurance and GHS guide for the obligations that run alongside the corporate accounts. They matter most for high-volume sectors such as online retail — see our accounting service for e-commerce businesses in Cyprus, and how clean books let us cut one shop's audit preparation from three weeks to two days.
IFRS financial statements
A Cyprus company must prepare financial statements in accordance with International Financial Reporting Standards (IFRS) for every financial year. Cyprus is one of relatively few jurisdictions to mandate full IFRS for all companies regardless of size, so even a small owner-managed company prepares a statement of financial position, a statement of comprehensive income, a statement of changes in equity, a cash-flow statement and the supporting notes. There is no domestic "small-company" GAAP to fall back on.
The financial statements are the central document of the whole cycle: they are presented to shareholders at the AGM, attached to the HE32 annual return filed at the Registrar, and used as the starting point for the tax computation in the TD4 return. Because so much depends on them, they should be finalised promptly after year-end rather than left until a filing deadline forces the issue. The accounts are normally prepared in euro and signed by the directors before they are passed to the auditor for assurance.
Audit or review: the assurance requirement
Every Cyprus company must have its financial statements either audited or reviewed by an ICPAC-licensed statutory auditor — no company is exempt from both. There is no turnover figure below which a Cyprus company can file unaudited, unreviewed accounts. What a smaller company can do is replace the full statutory audit with a lighter review engagement under ISRE 2400, which provides limited (rather than reasonable) assurance and is correspondingly less costly.
For financial years beginning on or after 6 February 2026, the review option is available only where the company satisfies both size tests for the required consecutive years: net turnover within the €300,000 threshold and total assets within the €500,000 threshold. For financial years beginning earlier, the earlier €200,000 turnover threshold must be checked. If either test is exceeded, a full statutory audit is required.
| Company size (both tests, two consecutive years) | Assurance requirement |
|---|---|
| Both size tests met for required years; €300,000 turnover threshold only for financial years beginning on or after 6 February 2026 | A review (ISRE 2400, limited assurance) may replace the full audit |
| Either test exceeded | A full statutory audit (ISA, reasonable assurance) |
Whether the engagement is a review or a full audit, it must be signed by an ICPAC-licensed statutory auditor. This matters for how the work is organised. Cyprus accounting firms that are not themselves licensed audit firms — including ours — prepare the financial statements and coordinate the assurance engagement, but the opinion itself is signed by a licensed auditor. We manage that relationship end to end through our network of partner licensed auditors, so the client gets a compliant audit or review with a single point of contact and no gap between bookkeeping, accounts preparation and the signed opinion.
"My company is dormant / small, so it doesn't need an audit." Not so in Cyprus. A small company may qualify for a review instead of a full audit, but it still needs an ICPAC-licensed auditor's signed assurance report on its financial statements. The only choice is audit versus review — never neither.
The Annual General Meeting
A Cyprus company must hold an Annual General Meeting at which the financial statements are laid before the shareholders. Under Companies Law Cap. 113, the first AGM must be held within eighteen months of incorporation, and thereafter an AGM must be held in each calendar year, with no more than fifteen months between one AGM and the next. The audited or reviewed financial statements are presented to the members at that meeting.
For owner-managed companies, the meeting and its documentation may be straightforward, but the procedure must still follow the law and the company articles. The adopted accounts are then the version attached to the HE32 annual return. Sequencing matters: bookkeeping feeds the financial statements, the statements are audited or reviewed, the assured statements are laid before the AGM, and only then are they filed with the annual return.
The Annual Return (HE32)
Every Cyprus company files an Annual Return (form HE32) with the Registrar of Companies, accompanied by a certified copy of the previous year's financial statements. The HE32 is a corporate snapshot — registered office, directors, secretary, shareholders, share capital and any changes during the year. The two documents travel together: the annual return for one year carries the prior year's audited or reviewed accounts, and without the accounts the filing is incomplete and the company falls into default.
The return is drawn up to the company-specific reference date and filed within 28 days from its drafting date. Under the Companies (Amendment) Law 2024 the relevant late-filing charge is capped at €150 per annual return, while the Registrar also lists a separate €20 overdue fee — but persistent default can still lead the Registrar to strike the company off the register, so the cap is no reason to be casual. Our corporate administration service prepares and files the HE32, attaches the correct accounts, and keeps the statutory registers current.
For years Cyprus companies generally paid an annual levy of €350 to remain on the register. That levy was abolished from 2024 by the Companies (Amendment) Law 2024, and amounts already paid for 2024 were refunded. Levies for 2011–2023 remain payable where outstanding. There is no new annual company levy for 2026; check whether any invoice instead concerns outstanding 2011–2023 levies or separate HE32 filing fees.
The UBO register
Every Cyprus company must identify its ultimate beneficial owners and file that information on the Registrar's UBO register, keeping it accurate and up to date. A beneficial owner is the natural person who ultimately owns or controls the company — typically through holding more than 25% of the shares or voting rights, or through control by other means. The details are filed electronically and confirmed periodically.
The UBO register has now moved from its interim phase to the final system, and non-compliance carries penalties. Crucially, the UBO obligation sits on top of — not instead of — the annual return. A company can be fully current on its tax return and its HE32 yet still be in default, and exposed to penalties, for a stale or unfiled UBO entry. The register must be updated when relevant ownership details change. For 2026, the Registrar announced annual confirmation from 1 October to 31 December 2026, as a separate action. Keeping it current is part of our corporate administration mandate.
The corporate tax return (TD4)
Separately from the Registrar filings, the company files its corporate income tax return (form TD4) with the Cyprus Tax Department. The TD4 is a self-assessment: it takes the IFRS accounting profit, applies the tax adjustments (disallowed expenses, exempt income, capital allowances, loss relief and the like), and arrives at the taxable profit on which corporate income tax — 15% from 2026 — is charged. The full computation, rate and reliefs are covered in our corporate tax in Cyprus 2026 guide.
Under the reform timetable, from tax year 2026 the TD4 return and the final balancing tax payment are both due by 31 January of the second year after the tax year. So the 2026 return is due by 31 January 2028. From tax year 2026 the return is filed through Tax For All (TFA), and the company must already be registered for tax and hold a Tax Identification Code. Because the deadline falls more than a year after the year-end, the discipline of finalising accounts promptly is what prevents a last-minute scramble.
Provisional tax
During the tax year itself, the company normally pays provisional tax in two instalments based on estimated taxable profit. Under the amended 2026 rules, certain taxpayers beginning relevant activity or income after 30 June, including a newly incorporated Cyprus company, may instead pay in one instalment by 31 December. The normal instalments are due on 31 July and 31 December of the tax year. The estimate can be revised upwards or downwards before the second instalment, and any balance is settled with the final payment when the TD4 is filed.
The estimate must be made with care. If the provisional estimate falls below 75% of final taxable income, the special 10% additional tax applies to the relevant difference between final tax and provisional tax paid or payable. This is distinct from late-payment charges. The practical rule is therefore to estimate honestly and revise the estimate up before 31 December if profits are running ahead of expectations. Our dedicated provisional tax 2026 guide works through the estimate, the revision mechanism and the surcharge with examples.
| Filing / payment | Filed with | Deadline (tax year 2026) |
|---|---|---|
| First provisional tax instalment (normal cycle) | Tax Department | 31 July 2026 |
| Second instalment, or qualifying single instalment | Tax Department | 31 December 2026 |
| HE32 annual return (with prior-year accounts) | Registrar of Companies | Within 28 days of company-specific drafting date |
| UBO register confirmation | Registrar of Companies | 1 October–31 December 2026 |
| TD4 corporate tax return + final tax | Tax Department | 31 January 2028 |
A worked twelve-month timeline
To see how the two cycles interlock, here is a realistic timeline for Meridian Trading Ltd, an existing Cyprus company with a 31 December year-end whose net turnover is €420,000 (so it needs a full statutory audit, not a review).
- Throughout the year — bookkeeping is kept current within the applicable four-month period from the month of each transaction. VAT and payroll run monthly/quarterly alongside.
- 31 July (tax year) — first provisional tax instalment for the current year is paid, based on the directors' profit estimate.
- October–November — the directors review actual performance against the provisional estimate; because profits are ahead of plan, they revise the estimate upwards to stay above the 75% threshold and avoid the 10% surcharge.
- 31 December (tax year) — second provisional tax instalment is paid on the revised estimate. The financial year also ends on this date.
- January–March (following year) — the prior year's IFRS financial statements are finalised from the books and passed to the ICPAC-licensed auditor.
- By spring — the statutory audit is completed and the auditor signs the opinion; the audited accounts are laid before shareholders at the AGM and adopted.
- Within 28 days of its drafting date — the HE32 annual return is filed with certified prior-year accounts; separately confirm UBO details between 1 October and 31 December 2026, and update any ownership change when it occurs.
- By 31 January, two years after the tax year — the TD4 corporate tax return is filed and the final balancing tax is paid (for tax year 2026, this is 31 January 2028).
The pattern repeats every year. The single most useful habit is to track Registrar and Tax Department deadlines in one combined calendar, because the documents feed each other: the same set of audited accounts is attached to the HE32 and drives the TD4 computation.
Beneficial owner. The natural person who ultimately owns or controls the company — generally through holding more than 25% of shares or voting rights, or through control by other means. Companies must identify their beneficial owners and record them on the UBO register, keeping the entry current.
If your current provider is missing things
Late HE32 filings, a stale UBO register, surprise surcharges from under-estimated provisional tax, or accounts that are always finalised at the last minute are all signs that the annual cycle is not being run properly. None of these is unfixable, and switching provider in Cyprus is straightforward once the handover of statutory registers and accounting records is done correctly. Our guide on how to change accountant in Cyprus sets out the process, and we can take over the full cycle — bookkeeping, accounts, audit coordination, the HE32, the UBO filing, the TD4 and provisional tax — from a single point of contact.
Keeping the company in good standing
The annual cycle for a Cyprus company is entirely manageable when it is run as a calendar rather than a series of fire drills: bookkeeping monthly, IFRS financial statements after year-end, the audit or review by the licensed auditor, the AGM, the HE32 with the prior accounts to the Registrar, the UBO register kept current, and the TD4 return with provisional tax to the Tax Department on the reform dates. Miss a piece and the costs are penalties, the 10% provisional surcharge, default at the Registrar and — at worst — strike-off.
We run that entire cycle for clients so nothing is missed: accounts to IFRS, audit or review coordination through our licensed-auditor network, the annual return and UBO filing through corporate administration, and the tax return and provisional tax. Get in touch to put your company's compliance on autopilot.