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Cyprus Directors' Duties Essentials under Cyprus Companies Law: Legal Obligations and Practical Implications

Cyprus Directors' Duties Essentials under Cyprus Companies Law: Legal Obligations and Practical Implications

Dates

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    Delivered Online
    €160+ VAT
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Highlights

  • Live Online

  • 3 CPD Units | 3 Hours

The EIMF Live Online Learning Experience

Participants will receive access to the recorded sessions of the course.

EIMF subject-matter experts deliver engaging and interactive courses across a broad spectrum of areas, that can be enjoyed in the comfort of your own chosen environment. Read more

Course Overview

This short course offers company directors, senior executives, legal professionals, and compliance officers a clear understanding of their core legal duties and liabilities under Cyprus Companies Law (Cap. 113). Participants will explore real-life scenarios and practical case studies that illustrate how breaches of fiduciary and statutory duties can lead to civil or criminal consequences.

The session emphasises current legal standards, governance expectations, and tools available to mitigate risks, such as Directors’ and Officers’ Insurance and effective board practices. By the end of the training, attendees will be equipped to make more informed decisions and safeguard their roles within the corporate framework.

Training Objectives

To provide participants with a clear understanding of the legal duties and responsibilities of directors under Cyprus Companies Law, focusing on their fiduciary duties, statutory obligations, and potential liabilities. The seminar will also highlight practical implications for company directors and how they can navigate legal risks effectively. By the end of the programme, participants will:

  • Identify the legal framework governing directors’ duties under Cyprus Companies Law (Cap. 113).

  • Distinguish between fiduciary and statutory duties of directors and explain their implications in practice.

  • Understand directors’ duty of loyalty and care, including how to avoid conflicts of interest and maintain independence.

  • Describe the board’s role in effective corporate governance and the function of board committees.

  • Recognise personal liabilities directors may face—both civil and criminal—for breaches of duty.

  • Understand director disqualification procedures and the conditions that can lead to removal or prosecution.

  • Explore practical risk mitigation tools, such as D&O insurance and indemnity clauses.

  • Evaluate recent legal and regulatory developments, including CSR, digital transformation, and EU Directives.

  • Apply legal concepts to real-life case studies involving breach of duty, conflicts of interest, and governance failures.

  • Engage in discussion and self-reflection to enhance ethical decision-making and legal compliance in their director role.

Training Outline

Introduction to Cyprus Companies Law

  • Overview of Cyprus Company Law

  • Types of Companies in Cyprus

  • The Role of Directors

Legal Framework of Directors’ Duties

  • Fiduciary Duties

  • Statutory Duties

  • Duty to Disclose Interests

Corporate Governance and Best Practices

  • The Importance of Good Governance

  • The Role of the Board of Directors

  • Board Committees

  • Director Training and Induction

Liabilities of Directors for Breach of Duty

  • Civil Liabilities

  • Criminal Liabilities

  • Disqualification of Directors

  • Insurance and Indemnity

Recent Developments in Cyprus Companies Law

Cross-border conversions and redomiciliations under the Companies Law (No.3) of 2024, transposing the EU Mobility Directive (2019/2121)

Case Studies and Practical Scenarios

Who Should Attend

The course is addressed to:

  • Company executive and non-executive directors, managers, and board members of both private and public companies in Cyprus.

  • Legal advisors and corporate governance professionals.

  • Individuals interested in understanding Cyprus Companies Law from a director’s perspective.

Training Style

This short course is designed to be highly practical and engaging. Emphasis is placed on real-life case studies, legal scenarios, and interactive discussion to help participants apply complex legal duties in practice.

The course fosters active learning through structured analysis, focused content delivery, and open Q&A.

CPD Recognition

This programme may be approved for up to 3 CPD units in Law. Eligibility criteria and CPD Units are verified directly by your association, regulator or other bodies which you hold membership.

In-house Training

For groups within the same organisation, this course may be customized to meet any specific needs and delivered in-house.

Facilitators

  • Sophia Nearchou

    Sophia Nearchou

    Read moreShow less

    Sophia Nearchou is the Head of Regulatory Compliance for one of the largest FinTechs Globally and in Cyprus. Before joining Revolut, she served as a Senior Associate and Anti-Money Laundering Compliance Officer (AMLCO) at a leading law firm in Limassol. In that role, she was responsible for ensuring the firm's alignment with international regulatory standards, specializing in complex sanctions regimes (UN, EU, US, and UK) and performing intensive due diligence for high-risk corporate structures. A legal professional by training, Sophia holds a Bachelor of Laws (LLB) with Honours from the University of Liverpool and is a certified HRDA trainer. She is highly specialized in the financial regulatory landscape, holding the CySEC Advanced Certificate and the ACAMS (Certified Anti-Money Laundering Specialist) designation. Her expertise in emerging risks is further backed by the ICA Specialist Certificate in AI for Compliance and the K2 Integrity designation as a Certified Risk Management Specialist in Russia Sanctions. Sophia is a frequent speaker and instructor for the European Institute of Management and Finance (EIMF), where she shares her expertise on corporate governance, UBO registers, and directors’ legal obligations.

Frequently Asked Questions

  • When will I receive my invoice?

    The invoice is issued on the day the course starts.

  • What payment methods are accepted?

    Payments can be made by bank transfer, cheque, or credit card.

  • When will my certificate be issued?

    Certificates are issued within 7–10 days after the course has been completed, provided that the invoice has been paid.

  • How can I access my certificate?

    Once your certificate has been issued, you will receive an automated email from Cademy notifying you that it is available.

    Click the Get Your Certificate button in the email to download your certificate.

    You can also access it from your Cademy account:

    1. Log in to your Cademy account from https://cademy.io
    2. Click on My Account from the top-right corner.
    3. From the drop-down menu select My Courses and Bookings.
    4. Choose the relevant course.
    5. Under Participants, click the three dots located next to your name. 
    6. Select Get Certificate.
  • Where can I access the course material?

    To access the course materials, such as presentations and recordings:

    1. Log in to your Cademy account from https://cademy.io
    2. Click on My Account from the top-right corner.
    3. From the drop-down menu select My Courses and Bookings.
    4. Choose the relevant course.
    5. Under Extra Details, you will find all the available course materials.
  • What is the HRDA?

    The Human Resource Development Authority (HRDA) of Cyprus is a semi-government governmental organisation that supports the development of workforce skills through training and development initiatives. Eligible training programmes approved by the HRDA may qualify for a subsidy, reducing the participation cost for eligible organisations and individuals, subject to the HRDA's terms and conditions.

  • Who is eligible for the HRDA subsidy?

    The HRDA subsidy is available to:

    • Companies registered in Cyprus that are applying for their employees.
    • Unemployed individuals who meet the eligibility requirements (see the FAQ below for required documents).
    • Self-employed individuals registered as self-employed in their ERMIS profile.

    To receive the subsidy, eligible persons must attend at least 75% of the course. 

  • What is ERMIS?

    ERMIS is the online platform of the Human Resource Development Authority (HRDA) of Cyprus, used for managing training programme registrations, participant details, subsidy applications, and attendance records. All participants attending HRDA-approved courses must have an ERMIS profile and use the platform’s attendance register to check in and check out during each course session. https://ermis.anad.org.cy/

  • What is the process for attending an HRDA-approved course?

    To attend an HRDA-approved course, you must:

    1. Register for the course through the EIMF website.
    2. Create the necessary ERMIS profile(s).
    3. Register for the course through ERMIS.
    4. Complete any additional HRDA requirements if you are applying for the subsidy as an unemployed or self-employed individual.
    5. Log onto ERMIS and check in through the relevant attendance register when you join the course session and check out when you leave each course session.

    See the FAQs below for detailed instructions.

  • Is an ERMIS profile required?

    Yes. ALL participants attending HRDA-approved courses must have an ERMIS profile, whether applying for the subsidy or not.

    • Companies applying for the HRDA subsidy for their employees:
    1. The company must have an ERMIS profile as a Legal Entity.
    2. The company must have their Employer role approved on the ERMIS system.
    3. Each participating employee, as well as a company authorised person and the company’s director, must have an ERMIS profile as a Natural Person
    4. The employees' and representatives’ profiles must be linked to the company's ERMIS profile.
    • All Individuals: 
    1. Must have an ERMIS profile as a Natural Person.

    You can create or access your ERMIS profile here: https://ermis.anad.org.cy/

  • How do I register for an HRDA-approved course through ERMIS?

    After booking your course through the EIMF website, you must also register through ERMIS, provided that the required profile(s) have already been created.

    • If you are registering as an individual:

    You must register through your personal ERMIS profile.

    • If a company is applying for the HRDA subsidy for its employees:
    1. Registration must be completed through the company’s ERMIS profile.
    2. The company profile used for registration must match the payroll company where each participant is employed.

    For example: If your organisation includes multiple companies, make sure each participant is registered under the correct company profile.

    Around one week before the course starts (or immediately after booking if you register less than one week before the course), we will email you the HRDA course details and instructions on how to complete your ERMIS registration.

  • What documents do unemployed individuals need to apply for the HRDA subsidy?

    When registering for the course through ERMIS, you must upload both of the following documents obtained from the Public Employment Service:

    1. A referral for participation in HRDA Multicompany courses (Παραπεμπτικό για Πολυεπιχειρησιακά Προγράμματα της ΑνΑΔ).
    2. An ES19 form confirming that you were unemployed from at least the course start date.
  • What do self-employed individuals need to do to apply for the HRDA subsidy?

    You must update your ERMIS profile:

    1. Log in to your ERMIS profile and select the Self-employed role from the available roles.
    2. Complete and submit the request.
    3. Once your request has been approved, you can register for courses and apply for the HRDA subsidy as a self-employed individual.

    When submitting your request, you must upload one of the following:

    1. A confirmation letter from the Social Insurance Services confirming acceptance of your registration as a self-employed person.
    2. A Confirmation letter from the Social Insurance Services confirming your self-employed status.
    3. Proof of payment of Social Insurance contributions for the most recent quarter (available through SISnet). 
  • Is the check-in and check-out process in ERMIS mandatory?

    Yes. All participants must log onto the ERMIS system and check onto the attendance register when they join a course session and check out when they leave a course session, as HRDA records attendance.

    To receive the subsidy, eligible persons must attend at least 75% of the course. Check-ins and check-outs reflect actual attendance.