13 Nov 2012

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Liability of Members of the Board of Directors of a Greek S.A. towards the company

Article 22a of Law 2190/1920 defines the duty of trust of the Members of the Board of Directors of a Greek S.A. company towards it. This duty of trust consists of a) the general promotion of the company’s interest (“positive obligation”) and b) the omission on the part of the Board Members of any act that could be prejudicial to the interests of the company (“negative obligation”). The liability of the members of the Board of Directors against the company for poor performance of their managerial duties is provided in article 22a par. 1a, according to which every member of...

10 Nov 2012

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Τhe real estate agency contract, according to recent Law 4072/2012

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Real Estate, Special topics

In Greece, the real estate agency contract is governed by the combined provisions of Articles 703-707 of the Civil Code, and the provisions of recent Law 4072/2012, which came into as of its publication in the Government Gazette, on 11.04.2012 (Volume A '86/2012). A real estate agent is defined by article 197 of Law 4072/2012 as the person or the legal entity who provides real estate agency services. Real estate agency service is the suggestion of an opportunity or the mediation for contracts relating to property and especially for contracts of sale, exchange, lease, leasing, establishment of easements etc. The conditions for...

30 Aug 2012

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Changes introduced by law 3978/2011 in Defense procurements

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Public Procurement, Special topics

Chapter Γ’ (C) of recent law 3978/2011 (16.6.2011) on Public Procurement in the field of Defense and Security, harmonization with EU directive 2009/81 and other matters relating to the Ministry of Defense brought significant changes in the legal framework of defense procurement. The changes affect to a very large extent companies who act as intermediaries between bidders and the Ministry of Defense, in an effort to enhance transparency and combat corruption. The law may be seen as a reflex of the legislator to recent scandals that were publicized, related to bribes channeled through offshore entities that were appearing as consultants of...

30 Aug 2012

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Taxation in the transfer of shares listed in the Athens Stock Exchange

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Tax Law, Special topics

According to Law No. 2579/1998, article 9, paragraph 2, as amended by Law No. 3296/2004, article 12 and Law 3943/2011, article 16, transfers of shares that are listed in the Athens Stock Exchange are taxed at 0.2 per cent. This tax is calculated on the value of the shares transferred as it appears on the tag issued by the intermediating brokerage firm. The tax burdens the buyer of the shares, individual or corporate entity, unions or trusts, regardless of their residence, origin or place of residence or domicile and even if they are exempt from the payment of other taxes...

27 Jun 2012

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Procedure of dissolution & winding up of an S.A. company

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Company Law, Special topics

An S.A. company can be dissolved, by a decision of its shareholders, which shall be taken with the increased majority percentages specified by the Articles of Association of the company or the Law 2190/1920. It is notable that the company after the decision for the dissolution enters the stage of the winding up and continues to exist for a time-period, but only for the purpose of accomplishment of the winding up procedures. In brief, the procedure in order for an S.A. company to be dissolved and continue existing under the winding up status, include the following steps: 1. Drafting the Minutes of...

23 Jun 2012

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Private Capital Company (IKE or PCC)

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Company Law, Special topics

A new simpler and more flexible corporate form, i.e. the Private Company (IKE) is introduced by Law 4072/2012. IKE is a private capital company, i.e. it is a company not subject to public listing that has capital and the liability of its members for the company debts, except for those with the guarantee contribution, is limited. It is a legal entity and considered a commercial company even if the business scope is other than trading. The main characteristics of the Private Company (IKE) are the following: The first basic characteristic is that unlike the other known capital companies in Greece (EPE and...

08 Jun 2012

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Employment Contracts

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Labor & Employment

Employment contracts are regulated by articles 648 to 680 of the Civil Code and other special labor laws. Pursuant to article 648 of the Civil Code, an employment contract is the written or oral contract based on which the employee is obliged to provide, for definite or indefinite time, his work to the employer, who is obliged to pay the agreed salary. A definite term employment contract exists when definite work time has been agreed expressly or impliedly or when obviously results from the kind or the nature of work for which the employee has been employed. In cases where the...

04 Jun 2012

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Social Security contributions to the Greek Social Security Fund (IKA)

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Labor & Employment, Special topics

Distinction between employers’ and employee’s contributions According to Greek social security legislation, employers are liable for the payment not only of their own contribution to an employee’s social security (employer’s contribution) but also to withhold and pay the employee’s contribution to the fund (employee’s contribution). So, the general rule is that upon every payment, the employer must withhold from the payment of the employee’s salary the employee’s contribution and pay them to the Social Security Fund, together with their contribution. Relevant time for the calculation and payment of the Social Security Contributions As relevant time for the payment is the calendar month in which...

18 May 2012

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Table of acts that a Greek S.A. is obliged to publish & approximate cost

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Company Law, Special topics

a) in the Bulletin of the Government Gazette 1. The act of incorporation of the S.A. and the Articles of Association cost: free 2. The appointment (and the termination) of the persons who a) exercise the management of the company, b) are empowered to represent it, and c) are authorized to conduct the company’s regular audit. cost: app. 262,50 € 3. Decisions for amendment of the Articles of Association cost: app. 262,50 € 4. Annual financial statements (balance sheet, audit reports e.t.c.) cost: app. 493,50 € 5. The Board of Directors by which the payment of the share capital is certified cost: app. 262,50 € b) in the press The...

17 May 2012

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The new investment incentives law 3908/2011

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Tax Law, Special topics

Greece's new Investment Incentives Law (3908/2011) responds to the diverse needs of today’s investor and, in parallel, creates a forward-looking investment environment. As Greece orients itself to the global economy, establishes outward-directed policies, and institutes a green development model, both domestic and foreign investors will find a new, open investment framework that is welcoming, attractive, and rewarding. The new Law establishes priorities and policies that mandate an investment process characterized by speed, transparency, and results. Investors will discover productive incentives, financing tools, and streamlined procedures so their business plans proceed with the least amount of bureaucracy and the greatest amount of clarity. Greece is...

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