Corporate Services and Substance

Bariono Wealth Advisors provides a comprehensive range of administrative services for our clients’ day to day operations. We ensure compliance with the relevant regulatory framework and we take all necessary care for the smooth and effective operation of your business.

Our services include:

• Handling correspondence with government authorities and third parties
• Monitoring compliance with statutory requirements
• Maintenance of accounting records
• General administrative and banking assistance
• Preparation and filing of annual accounts and annual returns
• Preparation of resolutions and minutes of the Board of Directors
• Preparation, review and execution of agreements
• Nominee services

Domiciliation and Representation Services

Clients who wish to transfer their pre-existing company’s domicile to Cyprus, can do so by establishing its registered office in Cyprus. Bariono Wealth Advisors offers company domiciliation services by providing you with a registered office address, for the receipt of all official company correspondence.

What we can do for you

Bariono Wealth Advisors can provide you with any of the below:

• Nominee services
• Registered office address
• Reception services and conference room facilities
• Maintenance of corporate registers
• Maintenance of accounting records
• General administrative and banking assistance
• Preparation and filing of annual accounts and annual returns
• Preparation of resolutions and minutes of the Board of Directors
• Monitoring compliance with statutory requirements

Substance

Each jurisdiction may ascribe its own meaning to substance. In Cyprus, where the requirement is that the Company is managed and controlled locally, it will have to be proven that the Company is genuinely carrying out its business operations in Cyprus.

The specific circumstances of each Company, including its operating and administration structure need to be considered separately and have to be assessed on the basis of the tax rules applicable not just in Cyprus, but in all jurisdictions concerned.

The following requirements form the basis of the tax residency test:

• Board Composition: The Company should appoint directors who are suitably qualified to make business decisions. The directors, in their majority, should be Cyprus tax residents.
• Board Procedures: As indicated by the management and control requirement discussed above, board meetings should be held in Cyprus. There is a minimum requirement of at least one Board meeting taking place on an annual basis, where all company directors have to be physically present.
• Memorandum and Articles of Association: The Memorandum and Articles of Association should include provisions and requirements ensuring that management and control are exercised in Cyprus. A relevant example would be the requirement that all Board meetings are held in Cyprus.
• Business records: Preparation and maintenance of corporate and accounting records should be kept in the company’s registered office in Cyprus.
• Personnel and office space:An operating office, fully furnished with necessary office equipment (including computer equipment, company stationery, telephone and fax lines, should be maintained. Staff employed by the company must be physically present in the office, engaging actively in the company’s business activities.

What we can do for you

Bariono Wealth Advisors can provide you with the following services:

• Identification of weaknesses in the existing organisation structure
• Recommendation and implementation of procedures for full substance compliance
• Assistance in setting up an office space and hiring staff
• Office rental, including dedicated phone and fax lines