In Cyprus, a board of directors is required for all registered companies. The Companies Law (Cap. 113) specifies that a company must have at least one director who is a natural person, and this director is responsible for managing the company’s affairs. However, it is more common for companies to have multiple directors who collectively make decisions and oversee the company’s operations.
The board of directors is responsible for setting the company’s strategy and direction, appointing senior management, ensuring compliance with legal and regulatory requirements, and safeguarding the interests of shareholders.
Generally for all transactions that the company intends to undertake. Some examples may be:
There are two important aspects to pass board of directors’ resolution.
At a general meeting where the secretary of the company keeps the minutes and includes therein what the directors have resolved/voted.
Resolutions can also be in writing signed by all directors and the secretary of the company. However, attention must be given to written resolutions.
For a company to be resident in Cyprus, it is required that the management and control of the company is exercised in Cyprus. Usually, this can be demonstrated by the board of directors’ meetings. Thereby, having minutes of the local directors’ meeting can assist in case of any tax issues that may arise. The board of directors’ meetings taken in Cyprus by the local management are of the vital importance for tax residency considerations of the company.
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A board of directors resolution is a formal agreement or decision made by the board of directors of a corporation or organization. This resolution can be made during a board meeting or through writing, and it outlines the actions or decisions that the board has taken related to a particular issue or matter. This resolution is typically recorded in the minutes of the board meeting and may be required to be filed with regulatory agencies or included in corporate reports and filings.
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