Cyprus Stamp Duty on Contracts 2026: Abolition Under Law 239(I)/2025, Transitional Rules, and What Remains

On 31 December 2025 the Republic of Cyprus published Law 239(I)/2025 — the Repeal of the Stamp Duty Laws of 1963 to 2025in the Official Gazette. With effect from 1 January 2026, no stamp duty arises on contracts, agreements, or other instruments signed in Cyprus or whose subject matter is property or rights situated in Cyprus. The change is one of the most practically useful parts of the 2026 Cyprus tax reform: a small but pervasive friction cost affecting share purchase agreements, loan agreements, IP licences, leases and most commercial contracts has been removed entirely.

This guide covers the repeal itself, the transitional regime for documents already signed before 1 January 2026, the historical rate table (still relevant for unstamped legacy contracts), the exemptions that previously mattered, and the fees that have not been abolished and still apply in 2026.

Headline change: stamp duty abolished

The Cyprus stamp duty regime had been in place — with various amendments — since 1963. It applied to virtually every commercial contract executed in Cyprus or affecting Cyprus property: SPAs, loan agreements, IP licences, leases, distribution contracts, employment contracts above the nil-rate threshold, settlement deeds, deeds of trust, and a long list of more technical instruments. Although the rates were modest (capped at €20,000 per contract), the administrative friction was substantial: within 30 days of signature each document had to be stamped via the Tax Department's online stamping facility or in person at a district office, and unstamped documents could not be filed with any Cyprus public authority or relied upon as evidence in court.

The 2026 reform abolishes the regime in its entirety. Practical implications:

• No €35 stamp on no-consideration contracts (NDAs, framework agreements, MoUs).
• No 0.15%/0.20% sliding stamp on share purchase agreements.
• No stamping of loan agreements, intra-group funding documents, security documents.
• No stamping of leases (residential or commercial).
• No stamping of IP licence and franchise agreements.
• No stamping of employment contracts.
• No more 30-day deadline; no late-stamping penalty for new documents.

Legal basis: Law 239(I)/2025

The repealing instrument is The Repeal of the Stamp Duty Laws of 1963 to 2025 Law, N.239(I)/2025, gazetted on 31 December 2025 and coming into force on 1 January 2026. The statute is short — its operative sections do three things:

1. Repeal the underlying Stamp Duty Laws of 1963 to 2025 in their entirety, including Cap. 228 in the form it had reached by end-2025.
2. Preserve the duty and penalty regime for documents that were already signed by at least one party on or before 31 December 2025, ensuring that legacy obligations are not extinguished by the repeal.
3. Authorise stamp vendors to continue to dispose of existing physical-stamp inventory, and authorise other ministries that collect fees through stamps to continue doing so until they migrate to a different collection mechanism.

The repeal forms part of the broader 2026 Cyprus tax reform — the same legislative package that raised the corporate income tax rate to 15%, modernised the Special Defence Contribution, and introduced anti-avoidance updates. See our companion guide to the 2026 corporate tax framework for the wider context.

What stamp duty used to do

Cyprus stamp duty was a documentary tax — not a tax on the underlying transaction. It attached to the instrument evidencing a transaction rather than to the transaction itself. Two consequences flowed from this:

• Territorial scope. The duty applied where the document was signed in Cyprus, or where the document concerned property or rights situated in Cyprus regardless of where signed. A foreign-law SPA signed in London concerning shares in a Cyprus Ltd was within scope; a Cyprus-law contract concerning a German subsidiary signed overseas was not, unless brought into Cyprus to be relied on before a Cyprus authority.
• Evidentiary effect. Section 35 of Cap. 228 made an unstamped document inadmissible as evidence in any Cyprus civil proceeding, and prevented filing with the Department of the Registrar of Companies, the Department of Lands, the Tax Department and the courts. The deficiency could be cured by stamping with penalty at any time before trial, but until cured the document was unusable.

Historical rate table (pre-2026)

For documents signed before 1 January 2026 the following rates continue to apply under the transitional regime:

The €20,000 cap applied per contract. Documents that formed part of a single transaction but were drafted as separate instruments each attracted their own ceiling: structured deal teams would therefore prefer one consolidated instrument rather than a series of ancillary contracts, in order to benefit from a single cap.

Transitional rules for pre-2026 contracts

The transitional regime is the most-asked-about feature of the repeal. The rule is straightforward:

• A document signed (by at least one contracting party) on or before 31 December 2025 is treated as chargeableunder the pre-existing Stamp Duty Laws of 1963 to 2025.
• A document signed by all parties only on or after 1 January 2026 attracts no stamp duty.
• For an instrument executed in counterparts where the first counterpart was signed on 30 December 2025 and the last counterpart on 5 January 2026, the document is treated as chargeable under the old regime because at least one party signed before the cut-off.

The associated procedural rules continue to apply to legacy documents:

• 30-day deadline from the date of signature (or the date the document is brought into Cyprus, where signed abroad).
• Late-stamping penalty of €2 per overdue day up to €17 in the first six months; thereafter a percentage uplift of the unpaid duty rising over time, capped at 10× the original duty.
• Continued admissibility rule: unstamped legacy documents remain inadmissible in court and unusable for filing purposes until duty and penalty are paid.

Which contracts were affected

For reference, the contracts most commonly within scope under the old regime (and now free of duty going forward) included:

• Share Purchase Agreements (SPAs) — 0.15%/0.20% on the consideration, capped at €20,000.
• Subscription Agreements — same rate as SPAs.
• Shareholders' Agreements — typically the €35 no-consideration stamp.
• Loan Agreements — 0.15%/0.20% on the principal, capped at €20,000.
• Security Documents (pledges, debentures, mortgages over movables) — generally 0.15%/0.20% on the secured amount.
• IP Licence and Assignment Agreements — 0.15%/0.20% on the consideration or royalty stream.
• Lease Agreements — 0.15%/0.20% on the aggregate rent over the lease term, capped at €20,000.
• Employment Contracts — 0.15%/0.20% on annualised salary above the nil-rate band.
• Service Agreements / Distribution / Franchise — 0.15%/0.20% on the consideration; €35 if undeterminable.
• Settlement Deeds and Deeds of Trust — €35 or rate-based depending on consideration.
• Powers of Attorney — €2/€6 fixed.

From 2026 every one of these documents is signed without any stamp, without any 30-day deadline, and without any concern about future admissibility in court for want of stamping.

Exemptions that mattered (and no longer do)

Several exemptions in the pre-2026 regime are now largely of historical interest, but they remain relevant for legacy documents being regularised. The main ones were:

• Reorganisations. Contracts executed under a qualifying corporate reorganisation (mergers, divisions, transfers of assets, exchanges of shares) within Articles 26–30 of the Income Tax Law N.118(I)/2002 were exempt from stamp duty.
• Transfer of immovable property covered by transfer fees. Where Department of Lands transfer fees applied to the conveyance, the contract of sale was exempt from stamp duty to avoid double documentary taxation.
• Government and Republic contracts. Contracts to which the Republic of Cyprus was a party were exempt.
• Settlement deeds in matrimonial proceedings and certain family-court instruments.
• Probate-related instruments and instruments concerning the administration of estates (limited categories).
• Documents executed under specific banking and securities- regulatory frameworks, including instruments under the Cyprus Securitisation Law and certain interbank instruments.

What still attracts a fee in Cyprus

Stamp-duty abolition does not remove every documentary or transactional fee in Cyprus. Founders should not assume that, because the stamp is gone, no statutory cost attaches to a transaction. The following remain in force:

Cross-border and foreign-law contracts

The pre-2026 rule that brought foreign-law contracts within Cyprus stamp-duty scope where they concerned Cyprus property or rights is now moot — there is no duty to which they can be subject. Some practical consequences:

• A foreign-law SPA for shares in a Cyprus Ltd, signed abroad, no longer triggers a Cyprus stamping obligation when produced before a Cyprus authority post-2026.
• An English-law facility agreement under which a Cyprus borrower draws funds carries no Cyprus stamp from 2026, regardless of where it is executed.
• A Cyprus-resident party signing a Delaware-law SAFE in 2026 has no Cyprus filing or stamping obligation simply by virtue of Cyprus residence.

Other Cyprus-law touchpoints still apply: a Cyprus-resident shareholder is subject to GHS on dividend income (see our social insurance and GHS guide), CGT on certain share disposals, and corporate tax in the ordinary course. Stamp duty was always procedural; its abolition affects friction, not substance.

Evidentiary effect: stamping and the courts

Under the old regime, section 35 of Cap. 228 prevented a Cyprus court from receiving an unstamped document into evidence. Strictly the document was not invalid — the court could grant a short adjournment for the party to attend the Tax Department, pay duty plus penalty, and return with the stamped document. But in practice this routinely derailed civil proceedings and increased litigation cost.

From 2026:

• Contracts signed on or after 1 January 2026 are admissible as evidence without any stamping precondition.
• Contracts signed on or before 31 December 2025 remain subject to the old admissibility rule until duty and penalty are paid.
• The Tax Department retains the power to assess and collect duty on legacy documents indefinitely; there is no time bar on the obligation, although the practical incentive for compliance is now mainly evidentiary rather than punitive.

Practical actions for founders in 2026

1. Audit pre-2026 documents. Pull every Cyprus-affecting contract signed in 2020–2025 and confirm it was stamped. Anything unstamped should be regularised before stamp inventory runs out and before the document is needed in litigation, due diligence or regulatory filings.
2. Update template suites.Removing the references to stamping requirements, 30-day deadlines and stamp-duty cost allocations from SPAs, shareholders' agreements, loan agreements and lease templates. See our shareholders' agreement guide for current 2026 template content.
3. Re-cost transactions. Where deal models historically included up to €20,000 of stamp duty per contract, that cost line can be removed from 2026 deal budgets.
4. Re-check counterparts strategy. Under the old regime, executing counterparts could trigger duty on each counterpart unless the document was structured carefully. From 2026 this concern is gone.
5. Confirm exemption history for documents previously executed under the reorganisation regime — keep the supporting paperwork on file, since these documents can still be examined in future audits even though they were exempt.

Worked examples

Example 1 — €5m SPA signed 15 January 2026

A Series B equity round closes on 15 January 2026 with a Share Purchase Agreement for €5,000,000 of new shares in a Cyprus technology Ltd. Under the old regime the stamp duty would have been approximately €10,170 — calculated as €0 on the first €5,000, €247.50 on the band to €170,000 (0.15%), and €9,660 on the band above €170,000 (0.20% of €4,830,000), capped well below the €20,000 ceiling. From 1 January 2026, the duty is €0. The SPA, the shareholders' agreement, the subscription forms and the side letters all sign with zero stamping cost or delay.

Example 2 — €2m intra-group loan signed 28 December 2025

A Cyprus holding company executes a €2,000,000 intra-group facility agreement with its Cyprus operating subsidiary on 28 December 2025 — three days before the abolition. Stamp duty applies under the old regime: €0 on the first €5,000, €247.50 on the band to €170,000, and €3,660 on the band above €170,000 (0.20% of €1,830,000), totalling approximately €3,908. The 30-day deadline to stamp runs to 27 January 2026, after which late-stamping penalties accrue. The repeal does not wipe out this obligation.

Example 3 — Lease over 10 years signed 1 March 2026

A Cyprus company takes a 10-year office lease at €60,000 per annum commencing 1 March 2026. Aggregate rent over the term is €600,000. Under the old regime the stamp would have been approximately €1,107.50 (0.15% on the band to €170,000 plus 0.20% on the band above) and the lease would have needed registration with the Land Registry within 30 days. From 2026 there is no stamp; the Land Registry filing itself (subject to its own discrete fee) is unaffected.

Example 4 — IP licence to a Cyprus subsidiary

A non-Cyprus parent grants a €1,000,000-per-year IP licence to its Cyprus IP-Box subsidiary on 10 February 2026. Under the old regime, stamp duty would have been approximately €1,907.50 per year of the agreed term (calculated on the annualised consideration up to the €20,000 cap, treated as a single consolidated contract for cap purposes). From 2026 it is €0. The IP-Box regime is unaffected — see the Cyprus IP Box guide for the income-tax treatment of the underlying royalty.

Related reading: Cyprus taxes complete guide 2026, deductible expenses for a Cyprus company 2026, and how to register a company in Cyprus.