Akis Papakyriacou LLC

The firm

Papakyriacou LLC was built on a conviction that legal counsel should do more than protect; it should propel. We have spent years at the centre of Cyprus’s legal developments, and that proximity to change is what allows us to offer clients not just representation, but genuine strategic advantage. The relationships we have cultivated are long-standing because we show up not only as lawyers, but as partners who understand that behind every legal question is a business decision that matters.

Every client engagement is led personally by our founding partner; a practice that reflects a fundamental belief in accountability and continuity of care. Our work spans the intersections of corporate and commercial law, mergers and acquisitions, banking and finance, capital markets, regulatory affairs, blockchain and digital assets, intellectual property, employment, immigration, data protection, and real estate  with a particular focus on the complexity and opportunity of cross-border transactions.

Areas of Practice

Banking and Finance

Papakyriacou LLC advises banks, financial institutions, borrowers, sponsors and security providers on financing transactions governed by Cyprus law, both domestic and cross-border. The practice covers acquisition and project finance, syndicated and bilateral lending, corporate refinancing and debt restructuring, and secured bond issuances.

The firm regularly advises on the negotiation of facility agreements, guarantees and indemnities, and on the creation, perfection, registration and enforcement of security over shares, receivables, bank accounts, immovable property and other assets. A significant proportion of this work is documented on Loan Market Association (LMA) terms or other internationally recognised financing standards.

The practice has particular experience advising on security structures for project and infrastructure financing, including transactions in the renewable energy sector, and on secured bond issuances involving financial covenant packages negotiated on behalf of issuers and sponsors.

Many financing matters on which the firm advises involve multiple jurisdictions, requiring close coordination with overseas counsel and other transaction parties. The firm is regularly instructed as Cyprus counsel on cross-border facilities and bond issuances, working alongside lenders' and borrowers' counsel in other jurisdictions.

Our services include:

• Drafting and negotiating facility agreements for single-lender, syndicated and bilateral loans, including multi-tranche and accordion structures

• Structuring and perfecting security over shares, receivables, bank accounts, and immovable and movable property, including debentures, equitable mortgages and share pledges

• Registration and perfection of charges with the Cyprus Registrar of Companies, and preparation of deeds of release on repayment

• Advising on distressed debt and asset trades, and risk participations under standard LMA terms

• Negotiating the terms, financial covenants and events-of-default regime for secured bond issuances, including security packages for bondholders

• Refinancing and restructuring of existing facilities and collateral, including negotiations across multiple lenders

• Security structuring for project and infrastructure financing, including negative pledge provisions and permitted-financing carve-outs

• Coordinating conditions precedent and completion mechanics on cross-border facilities alongside overseas counsel

• Legal opinions on Cyprus law banking and security matters

• Due diligence on banking, security and financing arrangements for corporate and institutional clients

Commercial and Corporate

Papakyriacou LLC advises on the corporate and commercial matters that arise across the life of a business, from formation through to sale or restructuring. The practice covers local and cross-border mergers and acquisitions, joint ventures, and the drafting of shareholder agreements, articles of association and distribution, agency and franchise agreements.

The firm regularly advises on the formation, acquisition and disposal of Cyprus companies, redomiciliation in and out of Cyprus, and corporate restructurings, including group reorganisations involving multiple jurisdictions. We also advise financial institutions, creditors, directors and shareholders on insolvency matters, and prepare AML and KYC compliance manuals for corporate clients.

Many of the matters on which the firm advises involve international corporate groups with operations across several countries, requiring coordination with overseas counsel and advisers on the corporate elements of a wider transaction or restructuring.

Our services include:

• Advising on local and cross-border mergers, acquisitions and joint ventures

• Drafting and negotiating shareholder agreements and constitutional documents

• Formation, acquisition and dissolution of Cyprus companies and partnerships

• Advising on the redomiciliation of companies in and out of Cyprus

• Structuring and implementing corporate restructurings and group reorganisations

• Conducting legal due diligence for corporate and commercial transactions

• Drafting and advising on distribution, agency and franchise agreements

• Providing escrow and fiduciary services, including nominee arrangements for shareholders, directors and company secretary

• Advising financial institutions, creditors, directors and insolvency practitioners on insolvency-related matters

• Advising on AML, KYC and compliance requirements, including preparation of related manuals

Competition

Papakyriacou LLC advises on the competition law aspects of mergers, acquisitions and joint ventures, including the assessment of whether a transaction meets the jurisdictional turnover thresholds that trigger a notification requirement in Cyprus, and the preparation and filing of the resulting merger control notification with the Commission for the Protection of Competition.

The firm advises on the full range of antitrust matters, including cartel investigations, dawn raids, abuse of dominance and economic dependence cases, and the review of horizontal and vertical commercial agreements for compliance with Cyprus and EU competition rules. We represent clients before the Commission for the Protection of Competition and, on appeal, before the Administrative Court.

Competition clearance is frequently a condition of a wider transaction, and we work directly with our Corporate & Commercial team where a merger or acquisition also requires regulatory approval.

Our services include:

• Preparing and filing merger control notifications with the Commission for the Protection of Competition

• Assessing whether a transaction meets the jurisdictional turnover thresholds triggering a Cyprus notification requirement

• Advising through Phase I assessment and, where required, Phase II full investigation

• Advising on the full-function analysis of joint ventures under Cyprus merger control

• Representing clients in cartel investigations, dawn raids and abuse of dominance proceedings before the Commission

• Advising on economic dependence and other restrictive trade practices

• Reviewing horizontal and vertical commercial agreements for competition law compliance

• Representing clients on appeal before the Administrative Court

Arbitration and Dispute Resolution

Papakyriacou LLC represents clients in litigation before the Cyprus courts, and in arbitration and mediation as alternatives to court proceedings, acting for claimants and respondents in civil, commercial and cross-border disputes.

We advise on a broad range of contentious matters, including banking and finance disputes, shareholder and corporate disputes, breach of contract and tort claims, employment disputes, professional negligence, and property, construction, and will, trust and estate disputes. Where a matter requires it, we act to obtain interim relief, including freezing orders, Norwich Pharmacal and Anton Piller orders, and anti-suit injunctions.

Arbitration and mediation form a distinct part of our practice. We act as counsel representing clients in domestic and international arbitrations, and our team includes trained and experience arbitrators participating in complex, cross-border proceedings.

Our services include:

• Civil, commercial and shareholder disputes

• Banking and finance disputes, including debt recovery

• Breach of contract and tortious claims

• Intellectual property disputes, including trademark and copyright infringement claims

• Employment disputes and defamation claims

• Property, construction, and will, trust and estate disputes

• Applications for interim relief, including freezing orders, Norwich Pharmacal and Anton Piller orders, and anti-suit injunctions

• Acting as counsel in international commercial arbitration proceedings

• Acting as arbitrators in domestic and cross-border proceedings

• Recognition and enforcement of foreign judgments and arbitral awards

• Mediation and other forms of alternative dispute resolution

Energy and Natural Resources

Papakyriacou LLC advises investors, developers, sponsors and lenders on renewable energy projects and transactions in Cyprus, from site due diligence and licensing through to financing, corporate structuring and, where relevant, an eventual sale. Our work spans solar and other renewable technologies, covering projects at every stage from early-stage land acquisition to fully operational assets.

We regularly advise on licensing applications before the Cyprus Energy Regulatory Authority, and negotiate the commercial agreements a project needs to reach financial close, including power purchase agreements, construction and operation contracts, and land leases. Financing is a core part of this practice, we act for both lenders and borrowers, including advising on facility documentation and security over project assets.

Beyond project development, we advise on the corporate side of the sector: mergers, acquisitions and disposals of renewable energy projects and companies, joint ventures between developers and investors, and the structuring of investment vehicles for those building a renewable energy portfolio. We work alongside our Banking & Finance and Commercial & Corporate teams where a transaction crosses into those areas.

Our services include:

• Advising lenders and borrowers on the financing of renewable energy and other energy-related projects, including security arrangements

• Advising on mergers, acquisitions and disposals of renewable energy projects and companies

• Structuring joint ventures and cooperation arrangements between project partners and investors

• Conducting legal due diligence on land and licensed projects proposed for acquisition

• Advising on and submitting licensing applications to the Cyprus Energy Regulatory Authority

• Negotiating and drafting power purchase agreements and other project agreements

• Advising on land leases, easements and other site-acquisition arrangements

• Reviewing construction and operation and maintenance contracts for renewable energy projects

Financial Services and Regulatory

Papakyriacou LLC advises CySEC-regulated investment firms, asset managers, fund administrators and financial institutions on regulatory compliance and the licensing process in Cyprus. Our founding partner has advised a number of financial institutions on meeting an increasingly demanding regulatory framework, and the practice has continued to build on that experience.

We advise on the establishment and ongoing operation of investment funds, including the structuring of umbrella and master-feeder arrangements, and act for asset managers, custodians, depositaries and administrators across a fund's full life cycle. Our work includes drafting constitutional documents, offering memoranda, and investment management and advisory agreements.

The firm also advises on transactions involving regulated entities, including the acquisition of CySEC-licensed investment firms and the change-of-control notifications this requires, and on custody and prime brokerage arrangements. Where a matter touches digital assets, we advise on the regulatory questions that come with issuing or dealing in crypto-assets.

Our services include:

• Advising on CySEC licensing applications for investment firms and fund managers

• Advising on the establishment and structuring of investment funds, including umbrella and master-feeder structures

• Drafting constitutional documents, offering memoranda, and investment management and advisory agreements

• Advising asset managers, custodians, depositaries and fund administrators on fund operations

• Drafting and advising on custody and prime brokerage agreements

• Advising on the acquisition of CySEC-regulated investment firms, including change-of-control notifications

• Advising on the regulatory aspects of crypto-asset issuances and digital asset offerings

• Ongoing regulatory compliance advice for financial institutions and investment firms

Fintech and Online Payments

Papakyriacou LLC advises fintech companies, payment institutions and crypto-asset businesses on the regulatory and corporate questions that come with operating in Cyprus. Our clients range from early-stage token issuers to established electronic money institutions and cryptocurrency exchanges expanding into the Cyprus market.

We advise on licensing by the Central Bank of Cyprus for electronic money institutions and payment service providers, and on registration and authorisation as a Crypto Asset Service Provider under the EU Markets in Crypto-Assets Regulation (MiCA). Our work includes advising on the operation of electronic money institutions, including cross-border distribution arrangements, and on the acquisition of licensed payment and e-money businesses.

On the digital assets side, we advise on the legal and regulatory treatment of blockchain-based platforms and cryptocurrencies, including corporate structuring, token sales and initial coin offerings. We advise clients on what MiCA means in practice for their business model, and track further regulatory developments in this area closely, so clients can plan ahead rather than react to a rule change mid-project.

Our services include:

• Advising on licensing by the Central Bank of Cyprus for electronic money institutions and payment service providers

• Advising on the operation of electronic money institutions, including cross-border distribution arrangements

• Advising on the acquisition of licensed electronic money institutions and payment service providers

• Advising on registration and authorisation as a Crypto Asset Service Provider under MiCA

• Advising on MiCA compliance for issuers, exchanges and other crypto-asset businesses

• Advising on the legal treatment of cryptocurrency trading and digital asset transactions

• Advising on corporate structuring for blockchain-based platforms and digital asset businesses

• Drafting and reviewing token sale agreements

• Providing legal support on initial coin offerings and other digital asset fundraising

Intellectual Property

Papakyriacou LLC advises on the acquisition, protection, commercialisation and enforcement of intellectual property rights in Cyprus, and, where a client's business extends further, at EU and international level. Our clients range from individual inventors and early-stage technology companies to multinational groups managing large trademark and patent portfolios.

We register and manage trademarks and patents in Cyprus, at EU level through EUIPO, and internationally through WIPO. Cyprus's IP Box Regime offers significant tax advantages for businesses holding and exploiting qualifying intellectual property, and advising on its application is a core part of our practice.

Our IP work regularly turns contentious. We have represented clients in EU trademark opposition proceedings, building detailed submissions under EU trademark law and negotiating settlements that preserve a client's freedom to use and register a mark. This litigation capability sits alongside our transactional IP practice, giving clients one team for both registration and enforcement.

Our services include:

• Trademark registration in Cyprus, at EUIPO, and internationally through WIPO

• Trademark opposition, cancellation and clearance searches

• Patent registration in Cyprus and validation of European patents

• Registration of industrial designs in Cyprus, the EU and internationally

• Copyright advice, including for software and digital content

• Licensing, franchising, distribution and technology transfer agreements

• Advising on and applying the Cyprus IP Box Regime

• Representation in IP disputes, including trademark opposition proceedings

Private Client

Papakyriacou LLC advises high-net-worth individuals and family businesses across Europe, the Middle East and Asia on international asset structuring, cross-border tax and succession planning, and the resolution of trust and estate disputes. Recurring themes across this work include generational transitions, minimising tax exposure, and protecting assets held across multiple jurisdictions.

We advise on the structuring and administration of international trusts and foundations, and on multi-jurisdictional succession, inheritance and probate matters, often working alongside a client's other advisers in different jurisdictions. Our private client team also handles property transactions across residential, commercial and agricultural real estate.

We regularly assist clients relocating to Cyprus, including obtaining the relevant residence permits, and advise on the tax position that comes with that move, including Cyprus's non-domicile regime for new tax residents. For clients investing through Cyprus as part of a relocation, we also advise on the underlying transactions, including real estate and renewable energy investments.

Our services include:

• Advising on international asset structuring for high-net-worth individuals and family businesses

• Cross-border tax and succession planning

• Structuring and administering international trusts and foundations

• Advising on multi-jurisdictional inheritance and probate matters

• Drafting wills for clients with assets in multiple jurisdictions

• Advising on relocation to Cyprus, including residence permits and the non-domicile tax regime

• Advising on property transactions, including residential, commercial and agricultural real estate

• Resolving contentious trust, estate and family probate disputes

Real Estate

Papakyriacou LLC advises local and international buyers, developers, investors and funds on the sale, purchase, financing and development of real estate in Cyprus, including the additional regulatory steps that apply to non-EU buyers, such as obtaining Council of Ministers' approval to acquire property.

The firm conducts legal due diligence on title, encumbrances, and planning and building permit compliance at the Land Registry, and advises on the registration of sale contracts to protect a purchaser's interest pending the issue of separate title deeds.

Real estate has increasingly become an asset class in its own right for funds, alongside private equity and hedge funds, and the firm advises investors on that kind of exposure alongside its Banking & Finance practice. The firm also has particular experience in the hotel sector, including acquisition due diligence and licensing.

The practice extends to Permanent Residency by Investment through qualifying real estate purchases, advised jointly with the firm's Private Client team, and to short-term rental licensing for investment property.

Our services include:

• Drafting and negotiating sale and purchase agreements, including for off-plan purchases

• Conducting legal due diligence at the Land Registry, including title, encumbrance and planning permit checks

• Registering contracts of sale at the Land Registry to protect a purchaser's interest pending title deed transfer

• Advising non-EU buyers on obtaining Council of Ministers' approval to acquire property

• Advising on Permanent Residency by Investment through qualifying real estate purchases

• Advising on the acquisition, construction and licensing of hotels

• Advising on short-term rental licensing

• Advising funds and institutional investors on real estate as an investment asset class

• Assisting with property transfer and registration at the Land Registry

• Advising on estate planning and administration involving real estate

Insolvency

Papakyriacou LLC advises creditors, directors, shareholders and insolvency practitioners on corporate insolvency, restructuring and liquidation in Cyprus. We act for financial institutions and other creditors seeking to recover debts, and for companies and their directors navigating financial difficulty.

We advise on the formal insolvency procedures available under Cyprus law, including members' and creditors' voluntary liquidation, compulsory winding-up by the court, and receivership, and on restructuring alternatives such as schemes of arrangement and examinership. We work alongside licensed insolvency practitioners rather than acting as liquidators ourselves, providing the legal advice that sits around their appointment and the process they run.

Insolvency issues frequently arise alongside a financing or corporate matter, and we advise lenders on their position where a borrower is in financial difficulty, and directors on their duties and potential exposure as a company approaches insolvency. Where a group has cross-border elements, we also advise on the recognition of foreign insolvency proceedings in Cyprus.

Our services include:

• Advising creditors, including financial institutions, on debt recovery and enforcement against insolvent debtors

• Advising on members' and creditors' voluntary liquidation

• Advising on compulsory winding-up and court-supervised liquidation

• Advising on receivership and the enforcement of security

• Advising on restructuring alternatives, including schemes of arrangement and examinership

• Advising directors on their duties and potential liability in the period leading up to insolvency

• Advising on the recognition of foreign insolvency proceedings in Cyprus

• Advising on personal insolvency matters, including bankruptcy and debt relief