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Giorgos Kazoleas, Lawyer in Cyprus The Articles of Association constitute the regulatory framework of a company, governing the internal relations between its members and management. Under Cyprus law, flexibility in adapting this document is vital, but it is not unchecked. The Amendment Process (Section 12 of the Companies Law, Cap. 113) Pursuant to Section 12 of the Companies Law (Cap. 113), a company may amend its articles of association by passing a Special Resolution, subject to compliance with the provisions of this Law and the conditions contained in the Company’s Memorandum of Association. The Company may amend specific articles or its articles of association in their entirety. For the amendment to be valid, a majority of at least 75% of the members present and voting at the General Meeting is required, and the prescribed notice must have been given (typically 21 days, unless otherwise provided for private companies). Subsequently, the company must submit the special reso...

By Giorgos Kazoleas, Lawyer in Cyprus For most people, purchasing property in Cyprus is the most significant investment of their lifetime. However, behind an attractive photo in an online listing or a "bargain" price, hidden legal traps can easily turn a dream investment into a financial nightmare. Property Due Diligence is far more than a mere formality. It is a rigorous, essential investigation that ensures the property you are buying is legally "sound," free of encumbrances, and in full compliance with urban planning regulations. What Does a Comprehensive Legal Check Include? Before any contracts are signed or any funds are transferred to the Seller, the following elements must be subjected to a thorough legal audit: Ownership Status: Is the seller the actual and sole registered owner? Do they hold the full share of the property being sold? Encumbrances and Charges: Are there any active mortgages, "memos" (court judgments), or other regional bur...

 Written by George Kazoleas, Lawyer in Cyprus Article 47 of the EU Charter of Fundamental Rights, which enshrines the right to an effective remedy and to a fair trial, states that everyone whose rights and freedoms guaranteed by the law of the Union are violated has the right to an effective remedy before a tribunal in compliance with the conditions laid down in this Article (paragraph 1). This right is guaranteed without limitation to criminal charges and civil rights and obligations. As is well-known, the Charter applies at the national level only when Member States are implementing or derogating from EU law. This specific provision applies to all rights and freedoms deriving from EU law and corresponds to the rights provided for in Article 6, paragraph 1, of the ECHR (right to a fair administration of justice), ensuring, at a minimum, the protection afforded by Article 6 of the ECHR in relation to all rights and freedoms deriving from EU law. The purpose of this article is t...

By George Kazoleas, Lawyer in Cyprus The Administrative Cooperation in the Field of Taxation (Amending) Law of 2021 was enacted in Cyprus to harmonize with Council Directive (EU) 2018/822 of 25 May 2018, which amends Directive 2011/16/EU regarding the mandatory automatic exchange of information in the field of taxation in relation to reportable cross-border arrangements ("DAC 6"). The Law, echoing the Directive, imposes an obligation on every "intermediary" to submit information within thirty (30) days to the competent authority concerning reportable cross-border arrangements that have come into their knowledge, possession, or control. According to the aforementioned Law, an "intermediary" is defined as any person who designs, markets, organizes, makes available for implementation, or manages the implementation of a reportable cross-border arrangement, and/or any person who, taking into account all relevant facts and circumstances, and based on ava...

 Written by George Kazoleas, Lawyer The right of the accused to speak last (the "Last Word Right") within criminal proceedings is a fundamental manifestation of the presumption of innocence and is enshrined in the criminal procedure systems of the vast majority of legal orders worldwide. The utility of this procedural rule is evident: it aims to achieve equality of arms by balancing the positions of the two parties – the prosecutor/complainant and the accused – before the court's final verdict. In Cypriot criminal procedure, a recent amendment sought to improve an anachronistic procedural provision that critically undermined the accused's right to defence. The Prior Legal Framework Before the amendment introduced by Law 130 of 2023, Article 74(2) of the Criminal Procedure Law stipulated the following: "In every trial, the prosecutor and the accused or their respective lawyers may introduce their case by explaining it in general terms, and at the end of th...

Written by George Kazoleas, Lawyer in Cyprus The process of purchasing property in Cyprus differs significantly from the corresponding procedure in other countries. Crucially, the transfer of ownership in Cyprus is not subject to a notarial deed (there are no notaries in Cyprus), which necessitates particular attention and thorough due diligence on the part of the prospective buyer. Paradoxically, within the jurisdiction of the Republic of Cyprus, it is possible to sell a property that does not yet possess a title deed. This practice results in the distinction of property transfers into three (3) main categories: Purchase of property with immediate title deed transfer. Purchase of property via a Sale Agreement (Πωλητήριο Έγγραφο - POE). Purchase of property through the assignment of a Sale Agreement. Drafting and Depositing the Sale Agreement with the Land Registry The existence of a property's title deed represents the most secure option for the buyer, as it ensures th...

Written by George Kazoleas, Lawyer One of the greatest difficulties in the daily practice of lawyer’s profession is the relationship with other lawyers and more specifically the unethical conduct of some lawyers. Although in all legal systems of the civilized world there is a legal framework, the so-called codes of ethics among lawyers, I would venture to say that these are probably the most unenforceable rules in practice. While some unethical behaviors, like misappropriating client funds, directly harm clients, others affect the relationships between lawyers. Here are some examples: • Misleading or Deceitful Communication: Making false statements about a case, misrepresenting facts to opposing counsel, or concealing relevant information. For many lawyers, the end justifies the means, so deceiving and lying to the opposing lawyer are the most common means to "Success".  It happens to me all the time that opposing lawyers tell me one thing when we're alone, say anot...

Editor: Giorgos Kazoleas, Lawyer in Cyprus The development of the law on the issue of harassment in the workplace in recent years aims to better protect the previously completely unprotected employee. Unfortunately, the impression has prevailed that harassing behavior by the employer or a colleague is normal, tolerated and in any case unpunished.  Thus, many employees are subjected to systematic psychological violence in their work environment due to this erroneous culture of "tolerance" that has legitimized behaviors that are rooted in the serious psychopathologies of the abusers. This article explores the legal definition of mobbing, the specific forms of workplace harassment and the relevant case law, on the occasion of the issuance of new legislation on mobbing in the Cyprus jurisdiction. What is mobbing? Mobbing occurs when an individual is systematically harassed, intimidated, or isolated by colleagues, superiors, or subordinates in a professional environment. Unl...

By Giorgos Kazoleas, Lawyer in Cyprus Third-country nationals residing in areas controlled by the Government of the Republic legally and continuously for the last five years prior to the submission of the application and holding a valid residence permit in the Republic can apply along with the required original documents in order to obtain the status of long-term resident in Cyprus. It often happens that the Administration (in this case the Immigration Department) does not properly assess the facts and circumstances of the applicant and does not properly check the requirement for obtaining the status, resulting in a rejection decision. This decision is notified to the applicant and must contain clear justification for the reasons for the rejection of the application. It must also state that the applicant has the right to appeal against the rejection decision within 75 days from the notification of the decision. According to the Aliens and Immigration Law, [1]   in order to...

by Giorgos Kazoleas, Lawyer LL.M.* The institution of Justice is not an impersonal entity unaffected by human qualities and weaknesses. In practice, it is a number of  professionals,  judges, who perform, as is commonly said, a supreme function, which is, however, a daily, systematic and repetitive task consisting mainly of adjudicating cases and issuing judicial decisions. Due to the particular importance and practical consequences that usually accompany judicial decisions, the work of judges is reasonable to be the subject of conflicting interests and the judicial judgment to be exposed to the risk or threat of being influenced by various factors including persons, social, business and political formations. In the grand scheme of things, a court decision in some part of the planet may have absolutely no significance, but in the microcosm of the people it may affect, this decision may acquire enormous value. The main threat to influencing the administration of justice i...