by Andria Papageorgiou

Company Law, CorporateJune 9, 20230 comments

Registration of a Non-Profit Organisation in Cyprus

In Cyprus, there are currently four primary types of non-profit organizations:

• Non-profit Companies: These entities are established with the purpose of serving non-profit objectives. They operate with the intention of benefiting the public or a specific group without pursuing commercial gains.
• Foundations: Foundations are established with the unique characteristic that all their assets are dedicated to a specific cause or purpose. They are typically created to support charitable, educational, scientific, or cultural activities.
• Societies: Societies are formed as unions comprising a minimum of 20 members. Their primary objective is to achieve a specific non-profit goal or purpose. These organizations work towards common interests or causes, fostering collaboration and collective efforts.
• Clubs: Clubs are associations formed by a minimum of 20 members, primarily for entertainment or recreational purposes. These organizations provide a platform for individuals with shared interests to come together, engage in activities, and promote social interactions.

 These distinct types of non-profit organizations in Cyprus play crucial roles in various sectors, contributing to the betterment of society, the promotion of social causes, and the cultivation of shared interests.

It is important to note that each type of organization may have specific legal requirements and regulations governing its establishment, operation, and governance.

1. Non-Profit Companies:

 Non-profit companies in Cyprus, governed by the Companies Law (Cap. 113), differ from for-profit companies in terms of their main characteristics:

• Dividend Distribution: Non-profit companies are prohibited from distributing dividends to their members or shareholders. Instead, any surplus generated is to be reinvested into furthering the organization’s non-profit objectives.
• Objectives: These companies can be registered to promote specific causes such as art, science, charity, or any other similar non-profit objective. The primary focus is on advancing public welfare or specific societal needs rather than generating profits for the shareholders.
• Regulatory Requirements: Non-profit companies are subject to the same legal requirements as for-profit companies, including the maintenance of audited accounts, adherence to annual levy obligations, and compliance with dissolution procedures such as strike-off or liquidation.
• Registration Authority: The Registrar of Companies is the competent authority responsible for the registration and oversight of non-profit companies in Cyprus.

 2. Foundations:

Foundations in Cyprus are governed by the Societies and Foundations Laws of 1972 and 1997.

The main characteristics and requirements of foundations can be summarized as follows:

• Legal Definition and Purpose: Foundations are established with the principle that the entirety of their assets must be dedicated to a specific purpose or cause. This ensures that the resources are utilized for the intended objectives, such as charitable, educational, scientific, or cultural endeavors. 
• Membership and Funding: Foundations can be established by a single individual (one member) and there is no specific minimum amount of funds required for their formation. 
• Registration Authority: The Ministry of Interior is the competent authority responsible for the registration and oversight of foundations in Cyprus. To initiate the registration process, certain documents must be submitted, including the founding act, details of administration members, foundation name and address, foundation emblem (if applicable), and a lawyer’s letter. 
• Dissolution or Liquidation: Foundations may undergo dissolution or liquidation under certain circumstances. In such cases, the remaining funds of the foundation are transferred to the authorities of the Republic of Cyprus, who are responsible for utilizing these funds for the cause originally supported by the dissolved or liquidated foundation. 

3. Societies (or Associations): 

Societies also referred to as associations, are governed by the Societies and Foundations Laws of 1972 and 1997 in Cyprus. Here are the key points and requirements related to societies: 

• Definition and Purpose: According to the law, a society is defined as an organized union of at least twenty (20) individuals who come together to achieve a specific non-profit objective. These objectives can range from charitable, educational, cultural, or other similar non-profit endeavors. 
• Registration Authority: The Ministry of Interior is the competent authority responsible for the registration and oversight of societies in Cyprus. It is through this authority that the registration process should be initiated. 
• Registration Requirements: To register a society, the following documents and information are typically required: a memorandum of association, names and addresses of the administration members, articles of association signed by the members, the society’s emblem (if applicable), and a description of any movable and/or immovable property held by the society at the time of application. 
• Publication: The certificate of registration, in the prescribed form, is published in the official Gazette of the Republic of Cyprus to formalize the society’s legal status. 
• Dissolution: A society can be dissolved either by a resolution passed by the assembly of its members or if the number of members falls below twenty. Alternatively, a court order can also initiate the dissolution process.

4. Clubs:

Clubs in Cyprus are regulated by the Club Registration Law of 1972 (Cap. 112). The key characteristics and requirements of clubs can be summarized as follows: 

• Definition and Purpose: A club is defined as the association of at least twenty individuals who come together for social activities, mutual entertainment, or any other lawful non-profit purpose. The primary focus of clubs is to foster social interactions and provide a platform for shared interests and recreational pursuits. 
• Minimum Number of Members: A club must have a minimum of twenty members to be considered valid. 
• Registration Authority: The registration of clubs is overseen by the local district office where the club premises are located. Prior to commencing operations, the club must submit an application to the local district office. 
• Application Requirements: The application must include essential information such as the name and purpose of the club, the club’s address, the names of the secretary and all members, the total number of members, and the club’s memorandum.

 Should you have any further questions, please do not hesitate to contact us at info@apapageorgiou.com.

Disclaimer: Please note that the information provided above is intended as an overview of the four types of non-profit organizations and should not be regarded as legal advice. To ensure proper understanding and compliance with the specific requirements for registering a non-profit company, society, foundation, or club, it is strongly recommended to seek professional legal advice. Andria Papageorgiou Law Firm is not responsible for any actions (or lack thereof) taken as a result of relying on or in any way using information contained in this article and in no event shall be liable for any damages resulting from reliance on or use of this information.