Article · Cyprus

Annual Accounts in Cyprus: Who Is Audited and Who Only Needs a Review

Cyprus has no audit exemption for small companies. It has a substitute, a lighter engagement — and a definition of turnover that routinely pushes holding companies back out of it.

By Alexander Volkhine5 min read
Every company€300,000Two years
Blue ring binders labelled by year, arranged side by side on a shelf

Zulfugar Karimov / Pexels

In short

Under Article 152A of the Companies Law Cap. 113, every Cyprus company must have its financial statements audited — expressly every private and every public limited liability company, regardless of size, activity, or whether it traded at all. There is no true exemption. Private companies may subject the accounts to a review under International Standard on Review Engagements 2400 instead of an audit, where net turnover and the balance sheet total do not exceed €300,000 and €500,000 at the balance sheet date, and do so for at least two consecutive financial years. The review is likewise performed by a statutory auditor. The definition of turnover matters: for this purpose net turnover also includes income from rents, interest, dividends and royalties. Parent companies required to consolidate, and public-interest entities, are excluded from the review route. The corporate tax return T.D. 4 is due on 31 January of the second year after the tax year from tax year 2026.

  • 152AThe provision in Companies Law Cap. 113
  • €300,000Turnover limit for a review instead of an audit
  • €500,000Balance sheet total, without deducting liabilities
  • 2Consecutive years below both limits
  • ISRE 2400The standard the review follows
  • 31 JanuaryT.D. 4, second year after the tax year
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There is no audit exemption

This is the sentence most often reported wrongly. Article 152A(1)(a) of the Companies Law Cap. 113 lists who must submit their financial statements to audit by one or more statutory auditors:

Who
i every company required to prepare consolidated financial statements
ii every public-interest entity
iii every private limited liability company
iv every public limited liability company

Item iii is the decisive one: it sets no size threshold, no turnover limit, and no exception for companies that did nothing during the financial year. A dormant Cyprus company falls under it exactly as a company with millions in turnover does. Anyone who forms a company takes on this obligation at incorporation.

The exception is a substitute, not an exemption

Paragraph (d) of the same provision allows the companies in item iii — the private companies — to submit the accounts to a review instead of an audit.

What matters is what stays the same: the review is performed by a statutory auditor or statutory audit firm within the meaning of the Auditors Law. What falls away is not the professional but the depth of the engagement.

The Companies Law defines the standard itself: International Standard on Review Engagements 2400 (ISRE 2400), issued by the International Federation of Accountants through the IAASB, as amended from time to time. In practice that means limited assurance — the practitioner gives no audit opinion but states that nothing has come to their attention suggesting the accounts are not properly prepared.

The two thresholds

The review is available where both figures are not exceeded at the balance sheet date:

Measure Limit
Net turnover €300,000
Balance sheet total — total value of the assets, without deducting liabilities €500,000

Many overviews still quote €200,000 here. That was the former turnover limit; the text in force says €300,000. The balance sheet limit is unchanged.

Two consecutive years, not one

The first proviso limits the review in time: it is available only where, at the balance sheet date, the company does not exceed the two limits — or ceases to exceed them — for at least two consecutive financial years.

Two practical consequences follow:

  • In its first financial year, a newly incorporated company cannot yet satisfy the “two consecutive years” condition.
  • After a strong year, a single weak year is not enough to return to the review route. It takes two.

Who cannot use the review route

Three groups stay with the full audit:

  • Parent companies with a consolidation obligation. A separate item expressly excludes parent companies required by the Law to prepare consolidated accounts from paragraph (d).
  • Public-interest entities.
  • Public limited liability companies. Paragraph (d) refers only to item iii, that is, to the private ones.

Which accounting rules apply

The Companies Law defines the International Financial Reporting Standards as the International Accounting Standards (IAS) and International Financial Reporting Standards (IFRS) in force from time to time, with their related texts, issued under the oversight of the IASB.

For a small Cyprus company this means there is no simplified national standard the accounts could follow instead. The relief lies in the engagement, not in the reporting framework.

The corporate tax return T.D. 4

From tax year 2026 the return is due on 31 January of the second year after the tax year — thirteen months after year end. Up to tax year 2025 it was 31 March of the second following year.

Tax year T.D. 4 due
2025 31 March 2027
2026 31 January 2028

The final tax payment falls on the same 31 January from tax year 2026. The rate has been 15% rather than 12.5% since tax year 2026 — more on that and on loss carry-forward in the overview of the tax reform.

Provisional tax and the 75% trap

Running separately from the return is provisional tax: two equal instalments on 31 July and 31 December of the tax year itself, revisable until 31 December.

The trap is the 75% rule: if the declared provisional income falls below 75% of the income finally assessed, additional tax of 10% applies to the difference between the final and the provisional tax. It bites even where the return was filed on time — the estimate comes before the return, and it is measured afterwards.

Where each thing goes

Two authorities, two deadlines, and neither reminds you about the other:

Recipient What When
Registrar of Companies Audited accounts as the attachment to annual return HE32 within twelve months of the balance sheet date
Tax Department Corporate tax return T.D. 4 31 January of the second year after the tax year

No more than fifteen months may pass between two annual general meetings. The full annual calendar is in the tax deadlines.

What we could not verify

  • From which financial year the €300,000 limit applies. The consolidated text states €300,000; secondary sources date the change to financial years beginning on or after 6 February 2026. We did not read the amending law itself, so we do not present that date as fact.
  • Whether a review costs the same as an audit. Fees are unregulated, and we could not substantiate reliable ranges.
  • Whether moving from review to audit must be notified. The Law governs availability, not a notification procedure.
  • Any quantified penalty for late accounts vis-à-vis the Tax Department. Amounts are published for a late HE32 to the Registrar; for the accounts as an attachment to the tax return we found no separate sanction.
  • Whether a dormant company with no bank account and no entries also needs full accounts. On the wording of item iii it does; we found no official clarification for that case.
On this page
FAQ

Annual accounts and audit: common questions.

Must a small Cyprus limited company be audited?

In principle yes. Article 152A(1) of the Companies Law lists the companies subject to audit and expressly names every private limited liability company — with no size threshold and no exception for dormant companies. What exists is the replacement of the audit by a review for small companies. That is not an exemption: the review too is carried out by a statutory auditor or statutory audit firm.

At what size is a review allowed instead of an audit?

Where net turnover and the balance sheet total do not exceed €300,000 and €500,000 respectively at the balance sheet date. The balance sheet total here is the total value of the assets without deducting liabilities. Both limits must be met at once, and for at least two consecutive financial years. Many overviews still quote €200,000 — that was the former limit.

Do dividends count towards turnover for this threshold?

Yes, and this is the trap. A second proviso in the same provision states that for this purpose net turnover also includes income from rents, interest, dividends and royalties. A holding company with no trading activity at all that receives €400,000 in dividends is therefore over the limit and fully subject to audit. Anyone applying only the ordinary accounting definition of turnover will get this wrong.

Who cannot use the review route?

Three groups. Companies required by the Companies Law to prepare consolidated financial statements, public-interest entities, and public limited liability companies. Article 152A permits the review only for private limited liability companies, and a separate provision expressly excludes parent companies with a consolidation obligation.

What is a review under ISRE 2400?

A limited assurance engagement. The Companies Law defines the standard itself: International Standard on Review Engagements 2400, issued by the International Federation of Accountants through the IAASB, as amended from time to time. The practitioner does not give an audit opinion but states that nothing has come to their attention suggesting the accounts are not properly prepared.

When is the corporate tax return due?

From tax year 2026, T.D. 4 is due on 31 January of the second year after the tax year — thirteen months after year end. Up to tax year 2025 it was 31 March of the second following year. Concretely: 2025 is due on 31 March 2027, and 2026 on 31 January 2028. The final tax payment falls on the same date from tax year 2026.

Where do the audited accounts go?

To two places, on two deadlines. To the Registrar of Companies within twelve months of the balance sheet date, as the attachment to the annual return HE32. To the Tax Department as the basis for T.D. 4. Neither authority reminds you about the other, and the deadlines do not coincide.

What happens if provisional tax is set too low?

Provisional tax is due in two equal instalments on 31 July and 31 December of the tax year itself, revisable until 31 December. If the declared provisional income falls below 75% of the income finally assessed, additional tax of 10% applies to the difference between the final and the provisional tax. That bites regardless of whether the return itself was filed on time.

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Sources

Content reviewed on 25 September 2026. Not tax advice: this page explains the general rules. Your accountant decides what applies to your case.

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