Local Mergers: The process includes the preparation of the restructuring plan, which is submitted to the Court to request the convening of a general meeting of the company’s shareholders to approve the plan. Once the plan is approved by the shareholders and the creditors, another petition is submitted to the Court, requesting the approval of the restructuring plan. The procedure is finalised once the Court judgement is submitted at the Registrar of Companies.

Cross-Border M&A: The process begins with the preparation of a common plan by the companies concerned, which is filed with the Registrar of Companies. Each of the merging companies must also prepare a directors’ report and an independent expert’s report put before the members at least a month before the intended date of calling a general meeting to approve the merger. Following such approval, every Cypriot company files for an application at the appropriate District Court for a Court Order approving the completion of the merger, which is then filed with the Registrar of Companies. Where the cross-border merger results in the incorporation of a new company, the company incorporation procedure must also be followed. The procedure is finalised with the publication of the merger in the Official Gazette and the issuance of the Merger Certificate (or Certified Memorandum and Articles of Association), depending on the nature of the merger.

Merger Control: A transaction is required to be filed to the Commission for the Protection of Competition for if it is of major importance, meaning that (i) the aggregate turnover achieved by at least two of the participating undertakings exceeds (in relation to each one of them) €3.5 million, (ii) at least two of the participating undertakings achieve a turnover within the Republic of Cyprus, (iii) and at least €3.5 million of the aggregate turnover of all participating undertakings is achieved within the Republic of Cyprus.

Coinciding laws: Joint ventures, mergers and acquisitions require the engagement of knowledgeable and skilful professionals. At ServPRO, we always conduct a case-by-case assessment of any and all coinciding legal requirements, which may need to be complied with, for the transaction in question to be legitimate in all its aspects and pursue the best possible outcome for our clients’ interests.

ServPRO’s role

At ServPRO, we advise our clientele in all aspects relating to M&A transactions providing them with a comprehensive set of services tailored to meet each client’s needs. Indicatively, we assist our clients in devising their business’ restructuring plan and apply on their behalf to the competent Court of the Republic of Cyprus to secure a Court Order approving the restructuring plan. For concentrations of major importance falling within the scope of the Law on Merger Control, we advise and undertake on behalf of our clientele the entire process of preparation, drafting and filing process for concentrations of major importance to the Commission in order to secure the requisite approvals. Our spherical approach in undertaking the entire process before the Commission affords our clients with peace of mind, knowing that they can entrust us to handle the case on their behalf.