In short
- A US citizen can hold every share and be the only director; the law sets no nationality rule.
- Your lawyer needs a certified passport copy and an address document dated within 6 months.
- Cyprus taxes the company at 15% from 2026; the Cyprus-US treaty has applied since 31 December 1985.
- State fees are €175; with us registration is expected in 8 to 12 working days from complete documents.
In this guide
Can a US citizen own a Cyprus company?
Yes. Section 3 of the Companies Law, Cap. 113, lets any one person form a private company, and it sets no condition on nationality or residence. You can hold all the shares and be the only director, because section 170 asks a private company for a director. The company needs a registered office in Cyprus under section 102, from the day it starts trading or the fourteenth day after incorporation, whichever comes first.
A sole director cannot also be the secretary, with one exception in section 171. In a company with one and only member the sole director may hold both offices. Most owners abroad still appoint a secretary in Cyprus, and each of our packages includes one for the first year.
We prepare every filing for company formation in Cyprus, and you do not travel. A US resident who is not a US citizen follows the same route, with the passport of their own country and a US address document. The rules for every owner abroad are in the guide to a Cyprus company for non-residents.
Documents a Cyprus lawyer asks from an American owner
A Cyprus lawyer identifies every client under the anti-money laundering directive of the Cyprus Bar Association, which asks for certified true copies of the originals. For an individual its annex lists three kinds of evidence.
| What the lawyer verifies | Documents the directive lists |
|---|---|
| Name and date of birth | A valid passport with your photograph |
| Home address | A utility bill (electricity, gas, water or a landline, not a mobile) or a bank statement that shows the address; a tax deduction certificate or a residence permit also qualify |
| Source of funds and wealth | A CV, or supporting papers such as an employment contract, a latest payslip, or a contract for the sale of a property or an investment |
The documents are valid and dated within the last 6 months. A client who lives abroad and is not met in person calls for additional identity verification, so expect one more check. Each copy carries the words “Certified true copy of the original”, the name and capacity of the certifier and the date.
The directive accepts four certifiers. They are a notary public, an apostille under the Hague Convention, an independent professional in an EEA or FATF member country, and the Embassy or Consulate of Cyprus. In the United States you use a notary public.
Apostille and notary for documents from the United States
Cyprus joined the Hague Apostille Convention on 30 April 1973, and the United States joined on 15 October 1981. Cyprus recognises a public document from a convention state that carries an apostille, and it asks for no further step.
In the United States a record issued by a state takes its apostille from that state’s Secretary of State, and a federal document takes it from the US Department of State. A US company that becomes a shareholder sends its formation papers with an apostille, and the guide to a US company with a Cyprus holding covers that structure.
For your own papers a notary’s certificate meets the directive for the lawyer’s file. A bank can ask for the apostille on top of it, and we say so before you order one.
Signing from the United States: what you sign and what is sworn in Cyprus
You sign the memorandum and articles by hand with a witness beside you, and the originals reach us by courier. The oath on form HE1 is taken by our lawyer before the Cyprus court, so you swear nothing in Cyprus.
| Document | Who signs | What the Registrar looks for |
|---|---|---|
| Memorandum | Each shareholder | The signature, the number of shares written by the shareholder’s own hand, and the name, address and signature of a witness |
| Articles | The shareholders and the lawyer | Signatures on the last page, with the witness’s details |
| Form HE1 | The lawyer | A declaration signed and sworn before the court, with the court’s seal |
| Forms HE2 and HE3 | An officer of the company | The officer’s own signature on the form |
| Witness declaration | The witness | A solemn declaration filed with the online registration, free of charge |
The witness declares that the shareholders signed and wrote their number of shares under their own hand in the witness’s presence. This is why the signing pages travel as originals. The bank’s forms you sign remotely.
The Registrar takes the memorandum and articles in Greek, and an English version is filed as a certified translation for €160. The seven filings in order are in how to register a company in Cyprus.
Cyprus is ahead of every US time zone, and the Tax Department serves the public from 08:00 to 14:30 Cyprus time. Plan calls and signing for your afternoon, and the filing goes out in the Cyprus morning. With us registration is expected in 8 to 12 working days from the day your documents are complete.
How the Cyprus company is taxed and which forms it files
The company pays corporate tax at 15% of its profit from the 2026 tax year. A company incorporated in Cyprus is a Cyprus tax resident. The Tax Department also examines where the company is managed and controlled: where the board meets, where the directors live, where daily management sits and where the books are kept. No single factor decides.
A treaty can make a Cyprus company resident of the other state, and then the incorporation test does not apply. The Department’s example is a Cyprus company run from Germany, which the treaty with Germany treats as German. The treaty with the United States has a residence article of its own, Article 3. Where you run the company from is a decision to take with your US tax adviser before you incorporate.
| Filing | Deadline | Where |
|---|---|---|
| Tax Registry number of the company | 60 days from incorporation | Tax For All, signed in with CY Login, with the four Registrar certificates and the identity document of the officer who files |
| Beneficial owners of the company | 90 days from incorporation, no fee | The Registrar’s register of beneficial owners, where you are entered as the owner |
| Company income tax return, form T.D.4 | 13 months after the tax year ends: 31 January 2028 for the year 2026 | Tax For All |
Tax returns in Cyprus are completed in euros, and income in dollars is converted with the European Central Bank reference rates.
You register in the Tax Registry as an individual only when you have income in Cyprus under Article 5(2) of the Income Tax Law. As a non-resident you pay no Special Defence Contribution on the dividends and interest you receive from the company. Your own 60-day and 183-day tests are in the guide to Cyprus tax residency for Americans.
Our team files the returns under Cyprus corporate tax services. The company’s account is on the page for a bank account for a Cyprus company.
We do this for you Company formation in Cyprus from €1,699
VAT on sales to customers in the United States
A service you sell to a business in the United States is supplied in the United States, not in Cyprus, and Cyprus VAT is not charged on it. Article 10A of the Cyprus VAT Law places a service where the customer belongs when the customer is a taxable person who receives it for its business.
When the customer is a consumer, the same article places the service where the supplier belongs, which is Cyprus. The Thirteenth Schedule makes exceptions: it moves telecommunications, radio and television, and the hire of movable goods and vehicles to the non-EU country where they are used.
VAT registration follows its own test. A person established in Cyprus registers when its taxable transactions in a 12-month period pass €15,600, or are expected to pass it within the next 30 days. A late notice costs €85 for each month. We map your sales by place of supply before the first invoice.
The Cyprus-US double tax treaty: what it sets on the Cyprus side
Cyprus and the United States have a double tax treaty. It was signed on 19 March 1984 and has been in force since 31 December 1985. The table shows its text on payments from Cyprus to a US resident. The rates on payments from the United States are for your US adviser.
| Payment from Cyprus | Treaty, Cyprus side | Cyprus domestic law |
|---|---|---|
| Dividends | Article 12(1): Cyprus tax does not exceed the tax on the profits the dividend is paid from | No withholding in the Tax Department’s list |
| Interest | Article 13(2): Cyprus tax does not exceed 10% of the gross amount | No withholding in the Tax Department’s list |
| Royalties | Article 14(1): exempt from Cyprus tax | 10% on royalties for rights used in Cyprus |
Where the treaty gives the taxpayer a lower rate, it prevails over the domestic rate. The Department issues a certificate of tax residence to a Cyprus company only where a treaty exists. It costs €80 in fee stamps, and the company applies on form T.F.98 with its certificate of incorporation.
What a Cyprus company costs an American owner to form
| State fee | Standard | Accelerated |
|---|---|---|
| Application for a name, per name | €10 | €30 |
| Incorporation with forms HE1, HE2 and HE3 | €165 | €265 |
| Total to the Registrar | €175 | €295 |
A set of certified copies of the incorporation certificates costs €120 when you hand in a copy of the memorandum and articles, and €130 when you do not.
Our packages start at €1,699 before VAT. Each includes the state fees, a registered office and a company secretary for the first year. The fees of the second year are in the guide to Cyprus company formation cost.
To start, send us your passport, a document of your address and your source of funds, and we register your Cyprus company.
What we do not advise: US tax, reporting and entity classification
Legarithm is a Cyprus law firm. We advise on Cyprus company law and Cyprus tax, and we do not advise on United States federal or state tax.
Your US tax adviser answers how the Cyprus company is treated in the United States. That covers information returns such as Form 5471, the FBAR and other reporting of foreign accounts, GILTI and the controlled foreign corporation rules, and the classification of the company as an entity. This guide states no US tax result.
We give your adviser the Cyprus facts on request, such as the certificate of incorporation, the accounts and the Cyprus tax filings. The IRS pages on Form 5471 and the Cyprus treaty are in the sources, and we have not interpreted them.
