Your Cyprus company is dormant — here is what you still have to file

“Dormant” describes what a company does, not what it owes. A Cyprus company that stopped trading is still a company on the register: it still has directors, a secretary, a registered office and a beneficial-owner entry, and the calendar attached to all of that keeps running. There is no dormancy switch that quietly turns the filings off. This is the shortest honest list of what an idle Cyprus company still has to do each year — and what it costs to ignore.

What “dormant” actually means here

In practice a company is dormant when it has had no accounting transactions in the period — no invoices, no purchases, no payroll, nothing moving through it. That is a description of the accounts, not a legal status you apply for. The Registrar of Companies does not maintain a “dormant” category that reduces your obligations, and the Tax Department does not stop expecting a return because the bank statement is flat.

The practical consequence: dormancy makes each filing cheaper and faster to prepare, because there is almost nothing to prepare. It does not make any of them optional.

The four things that still come round every year

• The HE32 annual return. A snapshot of the registered office, directors, secretary, shareholders and share capital, filed with the financial statements for the preceding year. The state fee is €20. Because the statements travel with it, the return is never really a standalone task — full mechanics on the annual return page.
• Financial statements. Prepared every year, even when every line is zero. A dormant company will comfortably sit under the assurance thresholds — turnover below €300,000 for financial years beginning on or after 6 February 2026, and gross assets below €500,000, for two consecutive years — so a lighter review usually replaces a full audit. Still a licensed auditor, still a fee.
• The beneficial-owner register. The UBO entry has to stay accurate, and the Registrar runs an annual confirmation exercise; the dates for it are published on its own UBO pages, so check them rather than assuming last year’s window. Penalties here apply to the company and its officers, and dormancy is not a defence.
• Tax filings. The company stays on the Tax Department’s register with its tax identification code, and its income tax filing obligations continue. If it is VAT-registered, the VAT returns keep falling due as nil returns until you either resume trading or deregister — the VAT page covers which of those makes sense.

What it still costs to keep alive

Two service lines do not go away: the registered office and the company secretary, which are statutory requirements billed annually, and the accounting work — bookkeeping is minimal on a dormant entity, but statements and the review still carry a fee. The one line item that genuinely disappeared is the €350 annual levy, abolished from 2024 onward for every company. Old arrears from 2011–2023 are a separate matter and remain collectable.

So a dormant company is cheap. It is not free, and the annual bill arrives whether or not you remembered the company exists.

What happens if you simply stop

Nothing, for a while — and then several things at once. Late filing of the annual return attracts a penalty that accrues over time; the Registrar publishes a calculator so the figure is not a mystery. Persistent non-filing exposes the company to being struck off the register by the Registrar’s own action, which is a very different thing from closing it deliberately: it can leave assets stranded, and it happens on the Registrar’s timetable rather than yours. Meanwhile the directors remain officers of the company, with the exposure that carries.

The failure mode we see most often is not a decision to stop — it is a founder who assumed “no activity” meant “no obligations”, and finds two years of penalties waiting when they try to reactivate or sell the entity.

What this means for you

Decide deliberately. If the company has a future — a paused project, a holding structure between deals — keep it properly dormant: minimal accounts, filings on time, UBO current, and a fixed annual cost you have actually budgeted. If it has no future, the answer is to close it in an orderly way rather than let it lapse; leaving an entity to be struck off is the most expensive way to end it. Either way the choice should be made on purpose and this year, not discovered in a penalty notice. If you are not sure which side of that line your company sits on, tell us what it holds and what it owes and we will give you the two costs side by side.