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Company Law

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...

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

Corporate Press S.A. I.K.E. Type of company Capital Capital Incorporation One-stop service of the Commercial Registry or notary One-stop service of the Commercial Registry or notary Commercial activity by law Yes Yes Participation in the company By shares By company parts Possibility to pledge the shares/company parts Yes Yes Minimum capital upon incorporation €25.000 €1 Ability to form the capital by contributions in kind Yes Yes Ability to participate in the capital by contribution of guarantee in favor of the company No Yes Ability to acquire own shares/shares Yes (under the conditions of articles 49 et seq. of Law 4548/2018) No Duration Definite / Indefinite Definite / Indefinite Supreme Body of the Company General Meeting of shareholders Assembly of Partners Management/Representation Board of Directors / sole director Director (one or more) Possibility to appoint a third party - non-shareholder/partner as...

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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...

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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...

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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...

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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...

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Provisions regarding personnel of security service providers

Law provisions, regarding the personnel engaged in legal entities providing security services, based on L. 2518/1997, as this law has been amended and is currently in force, provide the below: Article 3 of Greek Law 2518/1997, as amended and completed by Greek Law 3707/2008, provides a clear guide of the conditions to be met, and more specifically: 1. Security personnel shall be required to hold a category A or category B work permit depending on the activities they are to perform. 2. The personnel of private security service providers for the activities referred to in cases a', b', c', d', e', f', g'...

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Legal framework for the licensing and operation of security service providers

The main legal framework regulating the terms and conditions for the operation of private security service provision businesses in Greece is Law 2518/1997, as amended and completed by L. 3707/2008. More specifically, according to article 1 of the law, a private business for the provision of security services is the private business, either run by an individual or by a company, that provide to third parties one or more of the following services: a) surveillance or guard of mobile or immobile assets and facilities, b) protection of individuals, c) secure transfer by special configured armored vehicles of money, antiquities, works of art and valuable...

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Offices of Law 89/1967

This is a brief presentation of the legal framework of the operation of Law 89/1967, according to which foreign and Greek companies may be established in Greece, through an office or branch, for the sole purpose of providing to their head offices or to affiliated companies not established in Greece specific services set forth by law providing them with a favourable tax regime and further aid, as we will mention below. Legislative framework of Law 89/1967 More specifically, the offices or branches of Law 89/1967 may provide to their head offices advisory services, central accounting support, quality control of production, products, processes...

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Private Company (I.K.E.) – main characteristics

The Private Company (P.C or I.K.E.)  also know as Private Capital Company, is a relatively new form of commercial company introduced in the Greek legal framework by virtue of Law 4072/2012. We have collected its main characteristics in the following bullet point list: Separate legal personality: The Private Company enjoys a separate legal and commercial entity from its members (as they are not considered merchants per se), and can act separately from its members (e.g. can own property and incur debts) Establishment: The minimum requirement for the establishment of a Private Company is a private agreement providing the Articles of Association...

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