Company Law

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Single-Member Société Anonyme: Additional Obligations Compared to the Ordinary S.A.

Posted by Niki Plyta

[vc_row triangle_shape="no"][vc_column][vc_column_text css=""] A single-member (sole-shareholder) Société Anonyme (S.A.) is a special form of S.A. in which the entire share capital belongs to just one person, whether natural or legal. While it is generally subject to the same general legislative framework as an S.A. with multiple shareholders (Law 4548/2018), the law provides for certain additional publicity and documentation formalities, aimed at preventing abuse of the legal entity or sham transactions between the sole shareholder and the company. 1. Registration of single-shareholder status with the General Commercial Registry (G.E.MI.) The company must appear in its publicity records as a "Single-Member Société Anonyme" or "Sole-Shareholder...

10 Oct 2025

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Appointment of a sole director (instead of a Board of Directors) in Greek S.A. companies

A significant innovation of Law 4548/2018 is Article 115, which for the first time provides for the possibility of managing a public limited company by a single-member administrative body for small and very small enterprises that do not have shares on the regulated market, instead of the existing institutional framework, which stipulated that the sole administrative body of a public limited company was a board of directors with three-members as a minimum. For the definition of "micro," "small," "medium," and "large" enterprises, the provision of Article 2(k) of Law 4548/2018 refers to the entities of Law 4308/2013 and specifically states that...

16 Sep 2025

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Comparative overview of S.A. and I.K.E.

Corporate Type S.A. I.K.E. Type of company Capital Capital Incorporation One-stop service of the Business Chamber or certified notary. One-stop service of the Business Chamber or certified notary. Commercial activity by law Yes, article 1 par. 2 of Law 4548/2018. Yes, article 43 par. 1 of Law 4072/2012. Participation in the company By shares, and other titles provided for in Article 33 of Law 4548/2018 (e.g. bonds, warrants). By company shares Possibility to pledge the shares/company shares Yes, article 54 of Law 4548/2018. Yes, article 75 par. 4 of Law 4072/2012. Minimum capital upon incorporation €25.000, article 15 par. 2 of Law 4548/2018. €1, article 43 par. 3 of Law 4072/2012. Ability to form the capital by contributions in kind Yes, article...

21 Jun 2024

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Types of shares that can be issued by an S.A. company

A company limited by shares (S.A. company) may issue the following types of shares: Common shares : They offer rights to profits and voting rights and constitute the most common class of shares. Preferential shares : They may be issued without voting rights (article 38, paragraph 4 of Law 4548/2018) and constitute an exception to the principle of equality of article 36. Their issuance is more appropriate to facilitate the coverage of the share capital in the event of an increase of the share capital, rather than as a reward to existing shareholders. The most common advantages offered by preference shares are: a. the withdrawal of...

17 Jun 2024

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Personal liability of managers and directors of limited liability companies

Liability of directors of commercial companies (E.P.E./I.K.E./S.A.) The management bodies of limited liability companies (limited liability companies, companies limited by shares, private limited companies) are responsible for the management of internal matters and the representation of the company vis-à-vis third parties, taking key decisions for the management of the company's assets and the achievement of the company's purpose. As representatives of the will of the legal entity, they take binding decisions on the company's course and, in this context, an attempt is made to approach the basic provisions of Greek legislation governing the issue of the liability of the directors of...

10 Nov 2023

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Available tools for research of the solvency of a company under Greek law

The purpose of a lawsuit before the courts is for the plaintiff to be able to eventually satisfy his claims, which mainly depends on whether the defendant appears with any kind of property. Therefore, a proactive check on the credibility, solvency and potential assets of the defendant is vital for the substantially successful outcome of a legal dispute. As a result, this preliminary check consists of the following steps: Check on the real estate property of the company Research via the electronic platform of the Hellenic Cadastral (for the areas where available) or research in person at Land Registries for...

15 Sep 2023

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Setting up a branch of a foreign company in Greece

Foreign direct investment has become a common practice and setting up a branch is a common way of doing business in Greece for foreign business entities. The establishment of branches of foreign companies in Greece is governed by the provisions of Greek Law 4919/2022 (articles 36-45). According to the above provisions, the types that can establish a branch in Greece (article 16 of L 4919/2022) are: A) foreign companies with registered offices in a member state of the European Union (EU) in the form of a company limited by shares S.A., a limited liability company and a limited partnership with limited...

15 Sep 2023

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The main differences between a subsidiary and a branch of a foreign company

A branch has no separate legal personality. Although it acquires a tax registration number and may also acquire a social security number for employing workforce, the lack of separate legal personality means that the legal entity which has the rights and obligations vis-à-vis third parties (debtors, creditors, employees, the state) will be the foreign company i.e. the head office in the home country. In the case of a subsidiary, the “parent” entity owns shares in a separate newly incorporated company which will be subject to rights and obligations in its own name. This means that the local business will be...

01 Dec 2022

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Provisions regarding personnel of security service providers