Cyprus entities have until 31 December 2026 to confirm their beneficial ownership data. The confirmation is annual, and it is needed even when nothing has changed. The Registrar of Companies announced the window on 16 September. It opened on 1 October, so less than two months remain.
Who must confirm and what
The duty covers companies, European public limited companies (SEs) and partnerships that fall under the regime. Exemptions apply, including those for qualifying listed companies. Depending on the entity, the confirmation relates to one of three things:
- the beneficial owners;
- the senior managing officials recorded where no beneficial owner can be identified;
- the due diligence that was applied.
The confirmation is made once during the period.
The order of actions
Sequence matters. If a filing, a change or any other register action falls inside the window, complete it first. Then confirm, no later than 31 December.
A new company files its initial information within 90 days of incorporation. If that deadline falls inside the window, the company must also confirm by 31 December. The initial filing does not replace the confirmation.
Changes follow a separate clock. A change in beneficial ownership must be filed within 45 days of the date it came to the entity’s attention. After a company has confirmed, a later change needs no second confirmation. Nevertheless, the change itself must still be filed.
Access to the system
Filings go through the Registrar’s electronic system with CY Login. First, the company or partnership profile must be authenticated at a designated Citizens Service Centre (KE.PO). A duly authorised person can arrange this when the officers are abroad. That authority is distinct from the authority to submit the beneficial ownership filing.
Only the entity’s own officer or partner may submit the details. A service provider cannot do it, unless that person is also an officer. Therefore, a director without working access should fix this now, not in late December.
What non-compliance costs
A company that does not confirm by 31 December faces a fine of €100 for the first day and €50 for each further day, up to €5,000. Criminal liability is a separate matter.
Under Article 61A of Law 188(I)/2007, directors can be jointly or severally liable with the company for the fine. A director who exercised due diligence, and whose own act, omission or negligence did not cause the breach, is not held liable. The Registrar may also strike off a company that refuses, omits or neglects its obligations.
In addition, it is a criminal offence to fail to file after the Registrar’s notice. The same applies to a knowingly false, misleading or fraudulent statement about beneficial owners. On conviction, the penalty is up to one year in prison, a fine of up to €100,000, or both.
Who is a beneficial owner
A natural person holding 25% plus one share, or an ownership interest above 25%, is an indication of direct ownership. The same holding through companies under that person’s control points to indirect ownership. However, percentages are not the only test. A person can also qualify through control by other means, such as rights that give significant influence.
So the ownership chain, voting arrangements and relevant agreements should be assessed together. The basis of each person’s ownership or control must be recorded accurately.
If all possible means are exhausted and there are no grounds for suspicion, the senior managing official can be recorded. The entity must document the steps it took. This fallback does not replace investigating an opaque structure or unresolved suspicions.
Trusts
When a trust appears in the structure, the filing names the trust and the natural persons behind it. These include the settlor, trustees, beneficiaries or class of beneficiaries, the protector where there is one, and anyone exercising ultimate control. The system makes the settlor, trustee and beneficiary categories mandatory for Cyprus trusts. For a foreign trust, at least one category is required. That platform rule does not limit the wider legal duty to identify all relevant beneficial owners.
Trusts also sit on a separate register. Under Article 61C, CySEC keeps a register of express trusts and similar arrangements. A trustee established or resident in Cyprus must apply to it separately from the company’s filing.
Who can see the register
The public has had no access since 23 November 2022. That followed the CJEU ruling of 22 November 2022 in joined cases C-37/20 and C-601/20. The Court held invalid the directive provision that made the information accessible to anyone.
Today, supervisory authorities, the Unit for Combating Money Laundering, the Customs Department, the Tax Department and the Police have unrestricted access. Obliged entities may search the register for customer due diligence, but they cannot rely on it alone. The fee is €3.50 per legal entity after approval of an e-request. The law also allows limited access for a person with a legitimate interest. For now, however, search is open only to authorities and obliged entities.
Discrepancies
Obliged entities must report discrepancies between the register and the information they hold. The Registrar then examines the report. Where appropriate, it sends a notice that names the disputed information and requires a reasoned written reply within 30 days. A company must also give obliged entities its beneficial ownership data during due diligence. Therefore, the confirmed entry should match what its service providers hold.
Practical steps
Submissions, updates and annual confirmations carry no filing fee. Supporting documents are not uploaded as part of the standard entry. Even so, the entity must keep adequate, accurate and current supporting information and provide it when lawfully requested. Share certificates, the articles and shareholders’ agreements may all be relevant.
For a small company, the steps are short:
- compare the register with the current shareholding;
- file any update first;
- confirm the details and complete the final submission;
- keep a record of it.
Companies with layered or cross-border ownership need more time to trace the chain. The register records the natural person who ultimately owns or controls the company, not an intermediate holding company. Confirming early in the window leaves room to fix any access or data problem.