Non-Registration Of Registrable Charges

As a general rule, a charge created by a Cyprus company conferring security on the company's property or undertaking constitutes a charge registrable under Section 90 of the Companies Law CAP 113. Following the enactment of Law N99(I)/2009 a pledge of shares of a Cyprus company is no longer required to be registered under CAP 113 for perfection purposes. However, since it is invariably the case that a pledge of shares takes the form of a pledge of share certificates pursuant to the Contract Law CAP 149, coupled with an equitable mortgage or charge over the shares themselves, it is nevertheless advisable to register the charge under CAP 113, given the ambiguity of the amendment to the law, in its reference to a pledge of shares. The Registrar of Companies continues to accept applications for the registration on charges of shares in a Cyprus company, and this is the safest and most conservative approach.