It is useful for you to be familiar with some of the aspects of the relevant legislative framework in relation to CIFs.

The important aspect about the CIF is the passporting. Passporting – the license granted by CySEC to operate as a CIF, provides the opportunity to the company to offer directly cross-border investment services or establish a branch in another EU or EEA jurisdiction without the need to obtain any additional licenses.

If you are in search for an appropriate and affordable corporate vehicle for entering European markets, or if you simply seek to optimize a group holding structure and reduce your overall tax burden, then the Republic of Cyprus should be your jurisdiction of choice, for Cyprus possesses the following strategic advantages.

The setting up of a Forex company is more complex than the setting up of a usual company as it is then classed as a Cypriot Investment Firm and must comply with the laws regulating such activities as well as the Cyprus Company Law.

1. Strategic Location – The Island of Cyprus is situated in the cross-roads of three continents, Europe, Asia and Africa, and is therefore the ideal location to serve as a business hub.
2. Favorable Taxation Regime – Currently the Corporate Tax Rate is at 12.5%, one of the lowest rates in the European Union. Moreover, taxation is based on the principle of “self-assessment” and the legal system is based on “Common Law” principles, both of which contribute towards a favorable pro-business environment. The Republic of Cyprus has more than 60 Double Tax Agreements or treaties in place with other sovereign nations, thus effectively eliminating the risk of incurring double taxation.
3. Zero Capital Gains tax on the trading of securities.
4. Dividend Income is Exempt from Corporate Income Tax.
5. Investors who are not tax residents of the Island are exempted from taxation on deemed dividends distributions.
6. Human Talent – with more than 70 world-class financial institutions already present on the island, there is no shortage of high-caliber candidates for any corporate position. Cypriots are highly educated and many of them hold university and postgraduate degrees, moreover, they are bilingual, as the English language is well established and widely spoken.
7. Financial Infrastructure – many renowned banks as well as liquidity and technology providers are active in Cyprus, providing direct access to the entire required infrastructure for establishing a brokerage enterprise.

The provision of investment services in Cyprus is governed by the Investment Services and Activities and Regulated Markets Law 144(I)/2007 (the “Law”), which implements the relevant EU Directive on the field of Investment Services.

By virtue of the Law, a company seeking to operate as a Cyprus Investment Firm (CIF) must obtain authorization and license by the Cyprus Securities and Exchange Commission (CySec), which is designated as the supervising and regulatory authority for the surveillance and application of the law provisions.

If you plan to offer any of the following services, and wish to solicit clients residing in the European Union:
- Brokerage Services.
- Forex Trading.
- Investment Advice.
- Portfolio Management.

Then you should consider establishing a Cyprus Investment Firm (CIF), for Cyprus is the ideal jurisdiction for providing Financial Services to customers residing in EU countries.

The reason for this is twofold:
- A CIF offers a “Single Passport” to providing Investment Services across the EU; by establishing a CIF you are able to solicit clients throughout Europe.
- A CIF offers favorable tax treatment due to the fact that Cyprus has one of the lowest corporate taxation regimes in the EU and has particularly favorable tax provisions pertaining to financial services.

These requirements are classified according to the activities to be provided by the applicant CIF.

A CIF that provides one or more of the following investment services and holds clients’ money and/ or clients’ financial instruments, must have a minimum initial capital of €125,000:
- The reception and transmission of orders in relation to financial instruments.
- The execution of orders on behalf of clients.
- Portfolio management.
- Provision of investment advice.

A CIF that provides reception and transmission of orders and/ or investment advice without handling clients’ assets may have an initial capital of €50,000 or €40,000 plus professional indemnity insurance covering all Member States.

A CIF that provides one or more of the following investment services and activities shall have a minimum initial capital of €730,000:
- Dealing on own account.
- Underwriting of financial instruments and/ or placing of financial instruments on a firm commitment basis.
- Placing of financial instruments without a firm commitment basis.
- Operation of Multilateral Trading Facility.

When CYSEC is at the final stage of assessment of the application for the granting of a CIF license it will demand from the applicant, for the submission of a confirmation by a bank in Cyprus which will state that the entire initial capital required according to the Law is blocked in a bank account held by the bank and that it will remain blocked until the CIF authorization is granted.

Minimum issued share capital
Setting-up of a Cypriot company
Organization adequacy and administrative structure of the company
Efficiency of the internal control mechanism of the company (to be described in the procedures manual)
The structure and organization of the company should be designed to minimize the risk of conflict of interest between the client
and the company or between the clients
Proper staffing of the company (actual staff employed not required for the license to be issued) as per submitted
organizational chart
Suitability of the shareholders and directors of the company- minimum requirement is that at least one director who is
resident in Cyprus to act as Executive director and who passes the fit and proper test.
The company has physical office space in Cyprus.
CySEC must be satisfied that the company has such internal procedures so as to avoid any potential conflict of interest
with its clients.
In order to obtain a license from CySEC to operate as a Cypriot Investment Firm (CIF), an application package has to be
submitted for approval. The documents that are included in the application package are, but not limited to, the
following:

Completed application form as provided by the CySEC
Information about the directors, managerial staff and shareholders with special participation (for example CVs,
completed questionnaires as provided by CySEC etc.)
Company legal documents (certificate of incorporation, Memorandum and Articles of Association etc.)
Certificates of the registered office in Cyprus
Certificates by the Republic of Cyprus confirming the Directors & Secretary of the Company
Group structure
Organizational structure
Clean criminal records and Certificates of Good Standing of the shareholders with special participation, the Board of
Directors and employees of the Company
Company procedures manual for all activities and operations
Together with the above document bundle, a three-year business plan, and the internal procedures manual and anti-
money-laundering and know-your-client procedures must be filed with the application.

Our lawyers and financial services specialists at ATRIUM LEGAL LAB provide solutions to clients by combining the traditional legal fabric with new technologies.

Cyprus is recognized as a premium jurisdiction, an appropriate and affordable corporate vehicle for entering European markets.

Atrium Legal Lab has a team of trained professionals to advise clients who are interested to get licensed in Cyprus as an Investment Firm, to allow you to legally carry out Brokerage Services, Forex Trading, Investment Advice and Portfolio Management.

In particular, we welcome questions about Cyprus Investment Firm Registration and are pleased to assist you.