Cyprus Company’s Constitutions, Shareholders Agreements And Potential Conflicts

The use of a large number of Cypriot Companies as vehicles for carrying out joint ventures, led JV Partners to enter into Shareholders Agreements or JV Agreements, sometimes, without fully understanding the consequences, of their contractual arrangements, and especially and most importantly, the interplay, between the Company's memorandum and articles of association on the one hand, and a shareholders agreement on the other.

This Memo, examines this dynamic in the context of a Cypriot Company, and aims to give some light, on what parties must do, and what risks, must avoid.

The use of a Cypriot Company, provides substantial advantages relating to limited liability, separate legal personality, certainty, financing and tax flexibility.