06 Jun 2012

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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?

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

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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

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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...

23 Apr 2012

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Greek Limited Partnership (E.E.) – Basic characteristics & incorporation requirements

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Company Law, Special topics

Basic characteristics The partners of a limited partnership company are distinguished in two categories: general and limited partners. General partners have joint and unlimited liability vis-à-vis the company creditors. A general partner, in both a general partnership company and a limited partnership company (where there is at least one general partner and many limited partners), is the partner with unlimited liability (responsible for all the company’s debts, not limited to a fixed amount of the company’s debts) for all the company’s obligations with his/her personal assets. Limited partners have limited liability and are only liable for the amount of their investment in the...

17 Apr 2012

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Procedure for the incorporation of a Greek Limited Liability Company (E.P.E.)

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Company Law, Special topics

Unless special license is required (depending on the business scope i.e. trade of pharmaceutical products, trading of food and beverage etc.) the following documents are needed for incorporation. Incorporation procedure is up to acquiring a TIN (AFM) for the newly established company (included). It does not include certification of Books and Records. Registered seat A trading company needs to lease offices allowing storage of the goods or contract with a logistics company before incorporation. Unless any special requirements apply (depending on the business scope), our associate company, CSU SA, may alternatively provide a temporary (3-month) registered seat to accelerate the company’s incorporation...

19 Mar 2012

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Acquisition of real estate property in Greece by non residents

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Real Estate, Special topics

A. Brief description of the procedure for obtaining real estate property 1. Finding the property - assistance of a real estate agent The buyer may seek the assistance of a real estate agent in order to find a property to acquire. Real estate agents usually provide their services according to a written mandate that they receive from the buyer. This mandate should include the amount of the broker’s fees and should specify the period during which it is binding. Real estate agent’s fees are not statutorily provided, therefore the parties may freely agree on that. However, in practice the fees are usually around...

02 Mar 2012

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Credit companies / loan companies- the legislative framework which governs them

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Commercial Law, Special topics

According to Article 4 of Law 3601/2007 [1] ("Taking up and pursuit of the business of credit institutions, capital adequacy of credit institutions and investment firms and other provisions"), undertakings that are NOT credit institutions (Banks) are prohibited from professionally carrying on the business of taking deposits or other repayable funds from the public. According to the same article, subject to the specific provisions of the legislation, the professional granting of loans or other credit is also prohibited, unless special authorization has been granted for this purpose by the Bank of Greece. The terms for the issuing of an authorization...

01 Feb 2012

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Taxation on the transfer of property-exemptions

Posted by ΧΡΙΣΤΙΝΑ ΣΑΚΕΛΛΙΑ

in Real Estate, Special topics

As from 01.01.2006 (only for the buildings for which the building permit was issued after that date), a VAT of 23% is imposed on the first sale of newly built buildings by a manufacturer, or by a person who deals professionally with the construction and the sale of buildings. For all other properties that don’t have the obligation to pay VAT, as above-mentioned, the transfer is charged with real estate transfer tax at a progressive scale (i.e. 8% for a value of property up to 20.000,00 € and 10% on the excess). Exceptionally, the acquisition of a primary residence is...

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