Cyprus Company Annual Compliance Calendar and Checklist 2026: Every Filing, Deadline and Penalty

What annual compliance must every Cyprus company complete in 2026?

Every Cyprus company must satisfy two separate authorities each year: the Department of Registrar of Companies and Intellectual Property (DRCIP) for its corporate filings, and the Cyprus Tax Department for its tax filings. Missing either set of deadlines carries penalties, and prolonged Registrar default can end in strike-off. The obligations run on different clocks, which is why a single consolidated calendar matters.

The two regulators: Registrar of Companies vs Tax Department

The Registrar of Companies and the Cyprus Tax Department police different obligations on different timelines. The Registrar governs the corporate existence of the company: the HE32 annual return, the Annual General Meeting, the filing of financial statements and the beneficial-ownership register. The Tax Department governs money owed to the state: corporate income tax, provisional tax, VAT and defence contributions.

The practical takeaway: satisfying your accountant on the tax side does not discharge your Registrar obligations, and vice versa. Both must be tracked in parallel.

Statutory obligations at a glance (the one-page checklist)

A Cyprus company's recurring statutory obligations for 2026 are the following, each mapped to its regulator and deadline:

• Hold an Annual General Meeting (Companies Law, Cap. 113).
• File the HE32 annual return within 28 days of its made-up date, with financial statements attached (Registrar).
• Prepare IFRS financial statements and have them audited or reviewed by a licensed statutory auditor.
• Submit the TD4 corporate income tax return and pay any balancing tax (Tax Department).
• Pay provisional tax in two instalments, on 31 July and 31 December (Tax Department).
• File VAT returns quarterly and pay VAT due (Tax Department).
• Confirm beneficial owners in the UBO Register between 1 October and 31 December (Registrar).
• File monthly payroll, social insurance and General Healthcare System (GHS/GESY) contributions if you employ staff.

If you are still at the formation stage, our guides on opening a company in Cyprus and registering a Cyprus company explain how these obligations attach from day one.

Who is responsible: directors, secretary and the auditor

Legal responsibility for Cyprus compliance rests primarily with the company's directors, supported by the company secretary and the auditor. The directors bear the statutory duty to convene the AGM, approve the financial statements and ensure filings are made. The company secretary administers the Registrar filings (HE32, changes of officers, UBO). The licensed auditor examines the accounts and issues the audit or review report that the HE32 cannot be filed without.

Delegating the work to an accountant or corporate services provider does not transfer the legal duty away from the directors, so directors remain personally exposed to penalties for default.

The Cyprus company compliance calendar 2026 (month by month)

The Cyprus compliance year has fixed statutory dates (provisional tax, UBO, VAT) and moving dates that depend on each company's own incorporation and made-up date (HE32, AGM, corporate tax return). The table below sets out the fixed-date obligations; the company-specific obligations are then explained in the quarterly sections.

Q1 (Jan to Mar): tax return and prior-year balancing items

The first quarter is dominated by the corporate income tax return and the settlement of the prior year's tax. For tax year 2025 and earlier, the TD4 corporate income tax return is due by 31 March of the second year that follows, so the 2024 return was originally due by 31 March 2026. The Council of Ministers has since extended that deadline to 30 November 2026 by Decree K.D.P. 359/2025 (with the 2023 return extended under the companion Decree K.D.P. 358/2025), for companies and individuals required to prepare audited or reviewed financial statements. Any final balancing payment for the prior year is also settled in this window.

Q2 (Apr to Jun): AGM season and employer returns

The second quarter is when most Cyprus companies hold their Annual General Meeting and finalise employer reporting for the previous year. Companies whose financial year ends on 31 December commonly convene the AGM in this period once the audited accounts are ready, which in turn sets up the HE32 filing. Employers also reconcile prior-year payroll data through the annual employer return in this stretch.

Q3 (Jul to Sep): first provisional tax instalment

The third quarter's headline deadline is the first provisional tax instalment, due on 31 July 2026. Provisional (temporary) tax is the company's own estimate of its 2026 taxable profit, paid in two equal halves during the year itself. Under-estimating the profit carries a surcharge, so the July estimate should be made carefully against forecast results.

Q4 (Oct to Dec): UBO confirmation and second provisional instalment

The fourth quarter carries two hard deadlines: the annual UBO confirmation window (1 October to 31 December) and the second provisional tax instalment (31 December). Every company must reconfirm its beneficial owners in the Register of Beneficial Owners even if nothing has changed, and pay the second half of its provisional tax by year end. Companies frequently revise their provisional estimate upward in December once actual results are clearer.

What is the HE32 annual return and when is it due?

The HE32 is the Cyprus company's annual return to the Registrar, and it must be filed within 28 days of its made-up date, accompanied by the company's audited or reviewed financial statements. The HE32 records the company's shareholders, directors, secretary, registered office and share capital as at the made-up date. It is a statutory confirmation that the Registrar's records are current.

The made-up date and the 28-day filing window

The made-up date (the annual return date) is the reference date to which the HE32's information is drawn up, and the company then has 28 days from that date to file. The made-up date is anchored to the company's own annual cycle rather than a universal calendar date, so two Cyprus companies can have entirely different HE32 deadlines. Identifying your made-up date correctly is the starting point for building your compliance diary.

Why the HE32 cannot be filed without financial statements

The HE32 cannot be submitted to the Registrar unless the company's financial statements for the relevant year are attached, which is why late accounts automatically mean a late HE32. The financial statements must be prepared and audited (or reviewed) before the return can be lodged. In practice the auditor's timetable therefore drives the HE32 deadline: if the audit slips, the return slips with it.

Filing fees and the late-filing penalty

The HE32 attracts a filing fee, and late filing triggers an administrative penalty in addition to that fee. Under the Companies (Amendment) Law N.18(I)/2024, for annual returns with a reference (made-up) date from 2021 onward, late filing carries a penalty of €50 on the first day of default plus €1 for each further day the return remains outstanding, capped at €150, with an additional fixed fee of €20 also imposed. Persistent failure to file exposes the company to strike-off from the register.

First annual return for newly incorporated companies

A newly incorporated Cyprus company does not file its first HE32 immediately on registration; the first annual return follows the company's first made-up date under the normal 28-day rule. New companies should confirm their made-up date on incorporation and diarise the first HE32 accordingly, so the obligation is not overlooked in the busy first year of trading. Understanding these recurring costs early also helps with budgeting; see our note on Cyprus company registration cost.

Do you still need to hold an Annual General Meeting?

Yes. Every Cyprus company must hold an Annual General Meeting under Companies Law, Cap. 113, at which the directors lay the audited financial statements before the members. The AGM is not optional for private companies, although the mechanics can be simplified for small and single-member companies through written resolutions.

AGM timing under Companies Law Cap. 113

Companies Law, Cap. 113 requires an AGM to be held each calendar year, with a statutory maximum interval between successive meetings and a window for holding the first AGM after incorporation. The AGM is where the accounts are formally approved, directors are re-appointed and auditors are re-appointed. Because the approved accounts feed the HE32, AGM timing and HE32 timing are linked.

Written resolutions and single-member companies

Single-member and small private Cyprus companies can typically transact AGM business by written resolution rather than a physical meeting. A written resolution signed by the sole member or all members can approve the accounts and re-appoint officers, giving the same legal effect as a meeting. This keeps the process light for owner-managed companies while still discharging the statutory duty.

Linking the AGM to the HE32 cycle

The AGM and the HE32 are two links in one chain: the AGM approves the accounts, and the approved accounts are attached to the HE32. Sequencing them correctly (audit, then AGM, then HE32 within 28 days of the made-up date) is the single most effective way to avoid a late Registrar filing. Treat the three as one workflow rather than three separate tasks.

Do all Cyprus companies need audited accounts?

Effectively yes: every Cyprus company must have its annual financial statements examined by a licensed statutory auditor, and only the smallest companies can substitute a lighter review engagement for a full audit. There is no general small-company audit exemption in Cyprus of the kind found in some other EU states.

The mandatory statutory audit rule

Cyprus law requires every private company to have its financial statements examined by a licensed statutory auditor, regardless of size. This is a defining feature of the Cyprus regime and a common surprise for owners arriving from jurisdictions with audit thresholds. The audit produces the auditor's report that the HE32 filing depends on.

When a review engagement replaces a full audit (turnover and asset thresholds)

A review engagement may replace a full statutory audit only where a company's net turnover is below €300,000 and gross assets are below €500,000 for two consecutive years. The turnover threshold was raised to €300,000 from the previous €200,000 for financial years beginning on or after 6 February 2026. The table sets out the current position.

Companies above either threshold, or that fail the two-year test, need a full audit. The takeaway: the review option is narrow, and most active companies will still require a full statutory audit.

IFRS financial statements and the auditor's report

Cyprus companies prepare their financial statements under International Financial Reporting Standards (IFRS), and the auditor expresses an opinion on those statements in the auditor's report. IFRS reporting and the accompanying audit or review report are the substance behind every HE32 filing. Robust year-round bookkeeping is what makes a clean, on-time audit possible, which is one reason many companies pair the audit with an ongoing accounting retainer.

What are the corporate tax filing and payment deadlines for 2026?

A Cyprus company's corporate tax obligations for 2026 are the annual TD4 return, two provisional tax instalments during the year, and a final balancing payment, all administered by the Cyprus Tax Department under the Assessment and Collection of Taxes Law. From 1 January 2026 the corporate income tax rate itself increased from 12.5% to 15%. These changes form part of the 2026 Cyprus tax reform, and sit alongside the broader framework of taxes in Cyprus.

Corporate income tax return (TD4): the move to 31 January from tax year 2026

The TD4 corporate income tax return deadline is moving forward. For tax year 2025 and earlier, the return is due by 31 March of the second year thereafter; from tax year 2026 onward, both the submission deadline and the final balancing payment move to 31 January of the second year that follows. The 2025 return therefore remains on the old 31 March 2027 timing, while the 2026 return will be due by 31 January 2028.

Provisional/temporary tax: 31 July and 31 December instalments

Provisional (temporary) corporate tax is paid in two equal instalments during the tax year itself, on 31 July and 31 December. The company estimates its taxable profit for the current year on form TD6 and pays half by each date. If profits are trending above the original estimate, the December instalment is the point to revise the figure upward.

The final balancing payment and the 10% under-provision surcharge

After the two provisional instalments, the company settles any remaining tax as a final balancing (self-assessment) payment, and an under-provision surcharge applies where the provisional estimate was too low. Under the Assessment and Collection of Taxes Law, if the taxable income declared for provisional tax is less than 75% (three quarters) of the taxable income as finally determined, the company pays a surcharge of 10% on the difference between the final tax and the provisional tax paid. The lesson for directors is to estimate provisional tax realistically rather than defer profit into the balancing payment.

The corporate tax rate increase to 15%

From 1 January 2026 the Cyprus corporate income tax rate rose from 12.5% to 15%, aligning Cyprus with the OECD Pillar Two global minimum tax. The reform was passed on 22 December 2025 and published in the Official Gazette on 31 December 2025. The 15% rate applies to profits of the 2026 tax year onward, and should be built into every 2026 provisional tax estimate. Structuring tools such as the notional interest deduction and holding through a Cyprus holding company remain relevant to managing the effective rate.

When are VAT, VIES and payroll returns due?

A Cyprus company's indirect-tax and payroll obligations run on their own monthly and quarterly cycles: VAT returns quarterly, VIES and Intrastat for EU trade, and monthly PAYE, social insurance and GHS contributions for employers. These are separate from the annual corporate tax cycle and must be tracked independently.

Quarterly VAT returns and the payment deadline

Cyprus VAT returns are normally filed quarterly, with the return and any payment due by the 10th day of the second month following the end of each VAT period. A company on standard quarterly periods therefore has a recurring 10th-of-the-month deadline four times a year. Our guide to VAT registration and returns in Cyprus covers registration thresholds and mechanics in detail.

VIES and Intrastat for EU trade

Companies supplying goods or services to VAT-registered businesses elsewhere in the EU must file VIES recapitulative statements, and those trading goods above the statistical thresholds must also file Intrastat. VIES is filed monthly and reports intra-EU supplies to other member states' tax authorities. Intrastat captures the physical movement of goods for statistical purposes once the relevant threshold is exceeded.

Monthly PAYE, social insurance and GHS contributions

Employers must deduct and pay monthly PAYE income tax, social insurance and General Healthcare System (GHS/GESY) contributions on employee salaries. These are remitted to the Cyprus Tax Department and the Social Insurance Services on a monthly cycle. Getting payroll compliance right is a precondition for hiring staff into a Cyprus company.

Annual employer return

In addition to the monthly cycle, employers file an annual employer return reconciling the year's payroll, income tax withheld and contributions. The annual return ties together the twelve monthly submissions into a year-end reconciliation. It is typically prepared alongside the company's other year-end reporting.

What are your UBO register obligations in 2026?

Every Cyprus company must confirm its beneficial owners in the Register of Beneficial Owners annually, in the window running from 1 October to 31 December, even where nothing has changed. The UBO Register is maintained by the Registrar of Companies under the EU Anti-Money-Laundering framework, and non-confirmation carries daily penalties. Our dedicated guide to the Cyprus UBO register sets out the detail.

The annual confirmation window: 1 October to 31 December

All Cyprus companies, European companies (SEs) and relevant partnerships must complete the annual UBO confirmation between 1 October and 31 December each year. The confirmation is mandatory even if the beneficial ownership has not changed since the last filing. Treat it as a fixed annual task, not a change-driven one.

Deadlines for new companies and for changes

Beyond the annual confirmation, new entities must file their beneficial owners within 90 days of incorporation, and any change to beneficial ownership must be filed within 45 days. These shorter deadlines run independently of the October to December window. A change in November, for example, still needs its own 45-day filing on top of the annual confirmation.

Penalties for non-confirmation

Since December 2024 the UBO non-confirmation penalty is €100 on the first day plus €50 for each subsequent day, capped at €5,000 and charged to the company. Persistent non-compliance can also lead to strike-off. The daily accrual means a missed December deadline becomes expensive quickly, so the confirmation should not be left to the last day of the year.

What happened to the €350 annual company levy?

The €350 annual company levy was abolished with effect from 2024, so no Cyprus company owes the levy for 2024, 2025 or 2026. On 29 February 2024 the House of Representatives passed the Companies (Amendment) Law 2024, which deleted section 391 of the Companies Law. Only unpaid levies for the years 2011 to 2023 remain collectable.

Abolition of the levy from 2024 (deletion of section 391)

The abolition was effected by deleting section 391 of the Companies Law, the provision that had imposed the €350 annual levy. From the 2024 levy year onward there is simply no charge to pay. Any 2026 guide that lists the €350 levy as due (often citing an old 30 June deadline) is out of date.

Outstanding levies for 2011 to 2023

While the levy is gone prospectively, historic levies for the years 2011 to 2023 remain payable if they were never settled, together with any penalties that accrued. A company with arrears from those years should regularise them, as unpaid historic levies can still surface on the Registrar's records. Abolition wiped the future charge, not past debts.

Why some 2026 online guides still list it in error

Several 2026 online compliance calendars still show the €350 levy as payable because they were copied from pre-2024 templates and never updated after section 391 was deleted. This is a common and costly error to rely on. The current, correct position is that the levy is abolished from 2024, and only 2011 to 2023 arrears remain.

What are the penalties for missing Cyprus filing deadlines?

Missing Cyprus filing deadlines exposes a company to administrative penalties and interest from both the Registrar and the Tax Department, personal risk for directors, and, for prolonged Registrar default, strike-off. The consequences escalate the longer a default runs, which is why early remediation is far cheaper than waiting.

Registrar penalties and the risk of strike-off

The Registrar imposes administrative penalties for late corporate filings such as the HE32, and a company that persistently fails to file annual returns can be struck off. On strike-off the company ceases to exist and its assets vest in the Republic as bona vacantia, with a costly restoration process required to bring it back. Strike-off is the most serious Registrar sanction and is entirely avoidable with timely filing.

Tax Department interest and surcharges

The Cyprus Tax Department applies interest and surcharges on late payment of corporate tax and VAT under the Assessment and Collection of Taxes Law. Late payment of income tax carries a fixed penalty of 5% of the tax due (with a further 5% where the tax remains unpaid beyond the statutory grace period), plus public interest, which the Minister of Finance has set at 5.5% per annum for 2026 and which accrues for every completed month of delay. Late VAT carries its own 10% surcharge on the VAT due, together with a €51 penalty for the late return and the same statutory interest. Separately, deemed dividend distribution (DDD) and Special Defence Contribution (SDC) obligations carry their own dates. Where a Cyprus tax resident company distributes less than 70% of its accounting profits within two years of the relevant year end, the shortfall is treated as a deemed dividend, and the SDC and General Healthcare System (GHS) contributions due on it must be paid by 31 January of the second year that follows. SDC at 17% falls on the portion of the deemed dividend attributable to Cyprus tax resident and domiciled individual shareholders, while GHS at 2.65% applies to Cyprus tax resident shareholders regardless of domicile, so non-domiciled shareholders bear the GHS charge but are exempt from SDC. Under the 2026 tax reform the DDD rules are abolished for the profits of 2026 onward.

Personal exposure for directors

Directors of a Cyprus company can be personally exposed where the company defaults on its statutory obligations, because the legal duty to file rests with them. Outsourcing the administrative work does not remove that duty. Directors should therefore satisfy themselves that filings are actually being made, not merely delegated.

Restoring a struck-off company

A company struck off the register can sometimes be restored, but restoration is a court or Registrar process that is slow, costly and uncertain. During the strike-off period the company cannot lawfully trade and its bank accounts are frozen. Prevention through timely filing is dramatically cheaper than restoration.

How to stay compliant: a practical system for 2026

The most reliable way to stay compliant is to build a single compliance diary anchored to your company's incorporation and made-up dates, combining the fixed statutory deadlines with your company-specific ones. A system that spans both the Registrar and the Tax Department, and that is reviewed at least quarterly, prevents the isolated missed filing that triggers penalties.

Building a compliance diary from your incorporation date

Start your compliance diary from your incorporation date and made-up date, then layer in the fixed 2026 deadlines. Your made-up date sets the HE32 and AGM cycle; the fixed dates (31 July and 31 December provisional tax, the 1 October to 31 December UBO window, and the quarterly VAT dates) are the same for everyone. Recording both in one place is what prevents a single obligation slipping through.

When to outsource to a corporate services provider

Outsource to a corporate services provider once the number of parallel deadlines, or the complexity of your VAT, payroll and cross-border position, exceeds what you can reliably track in-house. Owner-managed companies often reach this point quickly, because a single missed UBO or HE32 deadline costs more than a year of professional administration. Establishing genuine economic substance in a Cyprus company also makes ongoing local administration a practical necessity rather than an optional extra.

Our accounting and company-secretarial retainer

Our accounting and company-secretarial retainer consolidates every obligation in this article into a single managed service, so directors are not left tracking Registrar and Tax Department deadlines separately. The retainer covers bookkeeping, the statutory audit coordination, VAT and payroll returns, the HE32 and AGM cycle, and the annual UBO confirmation, with reminders keyed to your company's own dates.

How Philippou Law Firm can help

Philippou Law Firm keeps Cyprus companies compliant across both regulators through a single accounting and company-secretarial retainer. We build your compliance diary from your incorporation and made-up dates, coordinate the statutory audit, prepare and file your HE32, AGM documents, corporate tax return, provisional tax, VAT and payroll returns, and complete your annual UBO confirmation, all keyed to your own deadlines. If you have fallen behind, we regularise late filings and manage penalty exposure. Contact us to move your Cyprus company onto a managed compliance footing for 2026.

This article is general information, not legal advice. Cyprus filing deadlines, thresholds and penalties change; verify current figures with the Cyprus Tax Department and the Registrar of Companies, or contact us, before acting.