Corporate Law at Greece
Sure! Here’s a clear overview of Corporate Law in Greece:
Corporate Law in Greece
Corporate law in Greece regulates the formation, governance, and dissolution of companies. It is governed primarily by the Greek Civil Code, the Law on Societes Anonymes (S.A.) (Law 4548/2018), and other related legislation.
1. Legal Framework
Law 4548/2018: The main law governing Société Anonyme (Anonymous Companies - S.A.), the most common form for large companies.
Law 3190/1955: Regulates Limited Liability Companies (E.P.E.) and other company forms.
Greek Civil Code: Covers general commercial law aspects.
Capital Markets Law and Law on Public Offers: Regulate listed companies and securities.
EU Regulations and Directives: Greece, as an EU member, applies relevant EU corporate law directives.
2. Types of Companies
Société Anonyme (S.A.) - Ανώνυμη Εταιρεία:
The standard corporate entity for large businesses.
Capital divided into shares.
Can be publicly traded.
Limited Liability Company (E.P.E.) - Εταιρεία Περιορισμένης Ευθύνης:
Popular for SMEs.
Members’ liability limited to their contributions.
Private Company (IKE - Ιδιωτική Κεφαλαιουχική Εταιρεία):
Introduced in 2013 to simplify company formation.
Flexible corporate structure and low capital requirements.
General Partnership (O.E.) and Limited Partnership (E.E.):
Less common; partners can have unlimited or limited liability.
3. Company Formation
Companies must register with the General Commercial Registry (GEMI).
Minimum capital requirements:
S.A.: Minimum share capital €25,000.
E.P.E.: Minimum capital €4,500.
IKE: Minimum capital can be as low as €1.
Registration includes submitting articles of association, proof of capital, and director information.
4. Corporate Governance
S.A.:
Requires a Board of Directors (minimum 3 members).
Directors have fiduciary duties and must act in the company’s best interest.
Shareholders’ meetings are mandatory for major decisions.
E.P.E. and IKE:
Managed by one or more managers.
Governance is more flexible compared to S.A.
Auditing:
Mandatory for S.A. and certain larger companies.
Smaller entities may be exempt.
5. Foreign Investment
Greece welcomes foreign investors and generally allows 100% foreign ownership.
Certain strategic sectors may have restrictions.
Foreign investors benefit from EU-wide protections and bilateral investment treaties.
6. Mergers and Acquisitions
Governed by Law 4548/2018 and competition law.
Takeover bids for listed companies must comply with Capital Markets Law.
Shareholder rights are protected under Greek law and EU directives.
7. Insolvency and Liquidation
Regulated by the Bankruptcy Code and Law 3588/2007 on insolvency.
Procedures include restructuring, liquidation, and creditor protection.
Emphasis on reorganization to preserve business value.
8. Recent Developments
Law 4548/2018 modernized Greek corporate law, aligning it closer with EU standards.
Increased emphasis on digital company registration and e-governance.
Enhancements to shareholder rights and transparency.
Summary
Greek corporate law offers a robust legal framework consistent with EU norms. It supports various company types from SMEs to publicly traded corporations, ensuring proper governance, investor protection, and flexibility. Foreign investment is encouraged under clear regulations.
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