HE16 in Cyprus: consolidation, subdivision, conversion and cancellation of shares (s.61)
Consolidating, subdividing, converting or cancelling shares in Cyprus: notify the Registrar on form HE16 within one month (Cap. 113 s.61).
A Cyprus company that reshapes its issued capital without issuing new shares still has a filing to make. Section 61 of Cap. 113 lists the changes and gives the company one month to notify the Registrar of Companies on form HE16.
The acts that trigger the HE16
Section 61 covers a company that has:
- consolidated and divided its capital,
- converted shares into stock, or stock into shares,
- subdivided its shares,
- redeemed redeemable preference shares,
- cancelled shares, otherwise than on a reduction of capital under section 64, or
- converted shares of one class into another class.
A reduction of capital confirmed by the court (sections 64-68) is a different procedure and is not described here. An increase of the authorised capital is also different: it is notified on the HE14 within 15 days of the resolution; see increasing the authorised share capital.
The deadline and the fee
The notice goes to the Registrar within one month. The form is the HE16. The fee in Ekvi's rule book is EUR 20, plus EUR 20 for expedited processing. The month is a calendar month: a change on 31 January is due on the last day of February.
A worked example
A private company has 1,000 shares of EUR 1. On 20 March 2026 the general meeting subdivides each share into ten shares of EUR 0.10, so the company has 10,000 shares and the same capital of EUR 1,000.
| Step | Date |
|---|---|
| Subdivision takes effect | 20 March 2026 |
| HE16 due | 20 April 2026 |
The register of members changes with it. Each member's entry shows the new number of shares and the amount paid on them; the total nominal capital is unchanged. A register that still shows 1,000 shares after the subdivision is wrong on the day of the act, not only on the day of the filing.
The same month applies to a cancellation. If the company cancels 200 shares of EUR 1 on 2 June 2026, the HE16 is due on 2 July 2026, and the register shows the member's reduced holding from that date (section 105(1)).
If the change is made by a special or extraordinary resolution, a printed copy of that resolution is owed to the Registrar within 15 days (section 137); see the printed copy of resolutions. The HE16 and the resolution copy run on separate clocks.
What Ekvi does and does not do here
Ekvi records shares as whole numbers and the register as a projection of dated events. The ledger does not yet have events for a consolidation, a subdivision or a class conversion, so it does not create an HE16 deadline by itself. The deadline calendar does: enter the date of the act, choose HE16, and it returns the due date with reminders a week and a day before. Ekvi does not submit the form for the company.
Ekvi is a record-keeping tool and does not provide legal or tax advice.
Questions
Which changes to shares need an HE16?
Consolidating and dividing the capital, converting shares into stock or stock into shares, subdividing shares, redeeming redeemable preference shares, cancelling shares otherwise than on a reduction under s.64, and converting shares of one class into another class (Cap. 113 s.61).
How long does the company have to file the HE16?
One month (Cap. 113 s.61).
Is the HE16 the notice for an increase of authorised capital?
No. An increase beyond the registered capital is notified on the HE14 within 15 days of the resolution (s.62). The HE16 covers the other changes to the capital listed in section 61.
The rules behind this guide
- Cap. 113 s.61(1)-(2)
cy.filing.he16_diversification· accepted by Ekvi, not yet confirmed by a Cyprus lawyer - Cap. 113 s.137(1),(4)
cy.filing.resolutions_15_days· accepted by Ekvi, not yet confirmed by a Cyprus lawyer - Cap. 113 s.51(1)-(2)
cy.filing.he12_allotment· accepted by Ekvi, not yet confirmed by a Cyprus lawyer - Cap. 113 s.4(4)
cy.capital.no_par_value_forbidden· accepted by Ekvi, not yet confirmed by a Cyprus lawyer
Sources
- Cap. 113, Companies Law — official English translation (July 2014), Registrar of Companies read on 2026-09-18
See a Cyprus company's register, its filing calendar and its rules on sample data.
Ekvi is a record-keeping tool and does not provide legal or tax advice. A guide explains the rules Ekvi records; your corporate secretary or lawyer decides what applies to your company.