13 Nov 2012

Sticky

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

0 Comments

Sticky

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

0 Comments

Sticky

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

0 Comments

Sticky

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 Jul 2012

0 Comments

Sticky

Bloomberg – Greek Banks Follow Euripides to Help Borrowers: Mortgages

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Publications, Special topics

Bloomberg - Greek Banks Follow Euripides to Help Borrowers: Mortgages...

27 Jun 2012

0 Comments

Sticky

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

0 Comments

Sticky

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...

06 Jun 2012

0 Comments

Sticky

To which extent can a Greek S.A. company waive in advance any claim it might have against a member of its board of directors?

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Special topics

This is governed by the combination of articled 18, 22a and 22b of law 2190/1920, the basic law for S.A. companies. The waiver cannot be granted in advance. Waiver after an event which gives rise to a claim of the company: According to article 18 the Ordinary General Meeting of the shareholders, after the approval of the annual financial statements, resolves on the waiver of the liability of the members of the Board in relation to the approved financial statements. For liability that is not related with the accuracy of the annual financial statements, article 22 a par. 4 provides that the S.A....

06 Jun 2012

0 Comments

Sticky

To which extent can a Greek S.A. company offer a general indemnification in favor of the a member of its board of directors for any third party claims?

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Special topics

Article 23a of law 2190/1920 prohibits any general indemnification of the company in favor of members of its board of directors, but subject to certain conditions this may be allowed (prior approval of the general meeting , that the indemnification is in favor of the company). If a claim of a third party against a member of the Board of Directors is raised for acts performed in the ordinary performance of his duties, the liability is concurrent and the member of the board that will be forced to compensate a third party may further address the claim towards the company....

04 Jun 2012

0 Comments

Sticky

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...

Special topics

Contact details