Amending the Memorandum of Association

As already mentioned earlier, following incorporation, a company may need to proceed with the amendment of its memorandum where the company’s objects changed or expanded.

For amending the provisions of a company Memorandum of Association relating to its objects, a special resolution would need to be tailored to reflect and approve relevant changes.

Court approval is required (pursuant to a relevant application) for further filing of the amended Memorandum of Association with the Registrar of Companies alongside the relevant special resolution. Such a resolution must be submitted to the Department of Registrar of Companies within 15 (fifteen) days from the specified time limit set in the Court Order, (subject to directions given in the Court Order).

Special resolution for the amendment of the Memorandum of Association may be filed either through ARIADNI – the internet filing system of the Registrar of Companies or in hard copies delivered to the Department of Registrar of Companies by hand.

It is worthy to note that the Special Resolution will need to be accompanied by:

  • a copy of the court order;
  • an amended memorandum;
  • the Registrar of Companies fee for the filing of the amendment;

In case the documents are in a language other than Greek a certified translation of resolution and memorandum in Greek language required; such a translation may be arranged by an affidavit or by sworn translator of the Republic of Cyprus, which our office will be happy to assist you with to facilitate the process;

Assuming that the Registrar of Companies is satisfied with documents filed and have no further queries/additional request on the matter, the changes will be registered and the file of the company updated.

Finally, as a result of the amendments made Registrar of Companies issuing certified copies of the amendment of objects.

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