"The Cyprus Stamp Duty Law (the “Law”) provides that stamp duty is payable on any document which concerns any property situated in the Republic of Cyprus or matters or things to be executed or done in the Republic of Cyprus, irrespective of the place of execution of the document. The Cyprus Stamp Duty Law has been amended by Law 173(I)/2012 and the amended provisions will be in force as from 1st March 2013. Please note that there were various changes throughout the text of the Law regarding the conversion of the amounts from Cypriot Pounds to Euro. The most important amendments can be found in Annex 1 of the Law in relation to the applicable rates which are as follows:
1. For Contracts with a value of EURO 1 up to EURO 5.000 there is no stamp duty payable.
2. For Contracts with a value between EURO 5.000 up to EURO 170.000 the stamp duty payable is of EURO 1,50 for every EURO 1.000 or a part of the EURO 1.000.
3. For Contracts with a value over EURO 170.000 the stamp duty payable is EURO 2,00 for every EURO 1.000 or a part of the EURO 1.000 with a maximum stamp duty (i.e. cap) of EURO 20.000.
4. Stamp duty must be paid within 30 days from the date of receipt of the relevant document(s) into Cyprus. Late stamping of the relevant document(s) entails penalties which are calculated in accordance with the current law as follows:
(a) If the amount of the stamp duty is paid within six months after execution -
(i) If the amount of stamp duty which remains unpaid does not exceed EURO 2,00, then the unpaid amount must be paid plus an additional sum of EURO 2,00.
(ii) If the amount of the unpaid stamp duty exceeds the amount of EURO 2,00 but it is less than the amount of EURO 35,00, then the unpaid amount is payable, plus a penalty of EURO 35,00.
(iii) If the unpaid stamp duty exceeds EURO 35,00, then the amount unpaid is payable plus EURO 0,10 for each EURO 1,00 (or part of EURO 1,00) of the amount which exceeds EURO 35,00.
(b) If the amount of the stamp duty is paid after the expiration of six months from execution, the amount of the unpaid stamp duty is payable, plus double the amounts referred to under (i) above as penalties.
Stamp duty is likely to be payable on the share pledge, on the share purchase agreement and the instrument of transfer (since they all relate to shares of a Cyprus company). Note that it is possible to present all the documents as part of one transaction (assuming these are directly linked and the link is clearly shown in the agreements) and to request that the Commissioner stamps one of these at the cap and the rest at the reduced rate of Euro 2,00 as ancillary documents.