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Corporate governance in Elliniko - as in the rest of Greece - is governed primarily by national company law and by EU law where applicable. The rules set out how companies are structured, how corporate decisions are taken, how directors and officers must behave, and what rights shareholders have. Key themes are transparency, accountability, protection of shareholders - including minority shareholders - and sound internal controls. Most corporate governance matters for businesses located in Elliniko will be decided under Greek company law and are handled through national institutions and courts, even though some operational or administrative approvals may involve local municipal authorities.
Companies in Greece commonly take the form of public limited companies (Anonymi Etairia - A.E.) and private limited liability companies (E.P.E. or single-member forms). Listed companies must also comply with capital markets regulation and additional disclosure and governance requirements. In practice, professional advisers in Athens or the greater Attica region, including Elliniko, handle governance matters because the legal framework and courts are national.
Corporate governance involves legal duties, formal procedures and filings. You may need a lawyer for many common situations, including:
- Setting up or restructuring governance - drafting or amending articles of association, shareholder agreements, and internal governance policies.
- Managing board composition and appointments - preparing board resolutions, convening meetings, and documenting minutes.
- Handling disputes between shareholders or between shareholders and management - minority squeeze-out, unfair prejudice actions, or challenges to resolutions.
- Related-party transactions and conflicts of interest - drafting approvals, compliance reviews and defending or bringing claims.
- Mergers, acquisitions, capital increases and transfers of shares - navigating statutory approvals, pre-emption rights and registration formalities.
- Compliance and reporting - ensuring statutory filings, audit obligations and compliance with market disclosure rules for listed issuers.
- Regulatory investigations, enforcement or litigation - representing the company or directors before administrative authorities or in court.
- Insolvency, restructuring and creditor negotiations - assessing options, preparing plans, and handling insolvency procedures.
Although Elliniko is a municipality in the Attica region, the legal framework for corporate governance is national. The following local-law aspects are particularly relevant:
- Company types and basic rules - Greek company law provides detailed rules on company formation, capital, governance organs, and dissolution. The two most common regimes are the law governing public limited companies and the law governing private companies with limited liability.
- Corporate bodies and decision-making - Companies have a general meeting of shareholders and management bodies such as a board of directors or a managing partner. The law sets out quorum and majority requirements for ordinary and special resolutions, notice periods for meetings and formalities for minutes.
- Directors duties and liability - Directors must act with care and loyalty, in the companys best interest. Breach of duties can lead to civil liability and, in some cases, criminal liability. Rules cover conflicts of interest, self-dealing and approval processes for related-party transactions.
- Minority shareholder protections - The law includes remedies for oppression, minority rights to request information, and statutory pre-emption rights on capital increases in many cases.
- Transparency and financial reporting - Companies must prepare annual financial statements, have them audited when required, and file statutory documents with the General Commercial Registry - GEMI. Listed companies face stricter disclosure and periodic reporting obligations under capital markets rules.
- Audits and governance committees - Statutory audit obligations apply depending on company size, turnover and whether the company is listed. Corporate governance codes and best practices encourage audit committees and internal control frameworks.
- Takeovers, market conduct and competition - Listed entities must comply with takeover rules, insider trading and market abuse regulations. Competition law and antitrust rules apply to corporate conduct affecting markets.
- Insolvency and restructuring - Greece has legal mechanisms for restructuring and insolvency which can affect governance - for example, moratoriums, court-supervised restructuring and creditor arrangements.
- Filings and language - Official filings to registries and courts are in Greek. Local counsel or certified translations are normally needed for non-Greek documents.
- Local administration - For operational permits, business premises or local licensing you will deal with the Municipality of Elliniko-Argyroupoli and regional authorities, but these matters are separate from corporate governance rules.
The main documents are the articles of association (or statute), any shareholder agreements, board charters, and internal policies such as conflict of interest policies or remuneration policies. These documents determine how decisions are made, voting rights, shareholder protections and the powers of management.
Changes to the board or appointment of executive officers are governed by the companies articles and company law. Typically the general meeting or the board itself votes to appoint or remove directors. Formalities include convening the meeting in accordance with notice requirements, passing the required majority resolution, documenting minutes and filing changes with the General Commercial Registry - GEMI.
Directors owe duties of care and loyalty - they must act honestly and in the companys best interest, avoid conflicts of interest, use reasonable skill and diligence and respect statutory and fiduciary obligations. Breach of these duties can lead to claims for damages and, in some cases, criminal sanctions.
Minority shareholders have statutory rights to information, can challenge unlawful resolutions, and may bring derivative or direct actions in court for breaches by directors. Shareholder agreements can provide additional protections such as veto rights, pre-emption rights and buy-sell mechanisms.
Related-party transactions must be handled transparently and often require disclosure, approval by independent directors or the general meeting, and compliance with fair-dealing standards. The exact procedures depend on company type, corporate documents and whether the company is listed.
Audit requirements depend on factors such as company size, turnover, balance-sheet totals and whether the company is part of a listed group. Smaller companies may be exempt, while larger and listed companies must have statutory audits and file audited financial statements.
Board resolutions can be challenged if they breach law, the articles of association or directors duties. Shareholders may seek annulment in court or claim damages. Timing, standing and evidence requirements are important, so early legal advice is critical.
Document your concerns, preserve relevant documents and communications, and seek legal advice promptly. Remedies may include calling an extraordinary general meeting, seeking injunctive relief, initiating derivative or direct actions, or referring the matter to regulatory authorities if criminal conduct or market abuse is suspected.
These corporate actions require compliance with statutory procedures - board approvals, general meeting resolutions with specific majorities, creditor protections and registry filings. They often involve amendments to articles, adjustments to shareholder rights and may trigger minority protections.
For matters governed by Greek law and for filings, representation, or litigation in Greece you will need a lawyer admitted to a Greek bar. Foreign counsel can advise on cross-border aspects and coordinate with Greek lawyers, but official filings and court representation generally require local counsel who knows national practice and language requirements.
Below are institutions and organizations that can provide information or assist with corporate governance matters in Greece:
- General Commercial Registry - GEMI - the registry for company filings and corporate records.
- Hellenic Capital Market Commission - the regulator for listed companies, market conduct and disclosure.
- Athens Stock Exchange - for rules applicable to listed issuers and market participants.
- Athens Bar Association - professional body for lawyers in the Athens region, including Elliniko.
- Ministry of Development and Investment - oversees company law and related administrative matters.
- Hellenic Data Protection Authority - for privacy and data-protection questions affecting governance and compliance.
- Hellenic Competition Commission - for competition law matters that may arise in corporate transactions.
- Chamber of Commerce and regional business associations - for practical support, guidance and local business contacts.
- Professional accounting and audit bodies - for guidance on auditing and financial reporting standards.
If you need legal assistance with corporate governance in Elliniko, use this practical approach:
- Identify the issue - be clear whether the matter is governance structuring, a dispute, compliance, transaction support or insolvency work.
- Gather documents - articles of association, shareholder agreements, recent minutes, financial statements, audit reports and any correspondence relevant to the issue.
- Choose the right lawyer - look for experience in corporate law and governance, ask about relevant experience, request an engagement letter, fee estimate and timeline. Confirm the lawyer is a member of the appropriate Greek bar association.
- Ask about language and translations - most official work requires Greek documents and filings. Confirm whether you need certified translations or bilingual filings.
- Consider alternative dispute resolution - mediation or arbitration can be faster and more confidential than litigation in many governance disputes.
- Prepare for filings and deadlines - many remedies and statutory steps are time sensitive. Rely on counsel to calendar deadlines and prepare filings accurately.
- Document the engagement - obtain a written retainer or engagement agreement that sets scope, fees, confidentiality and conflict checks.
- Follow-up on compliance - after resolving an immediate issue, work with counsel to implement policies and systems to reduce future governance risks - for example, board charters, conflict of interest procedures and regular compliance reviews.
Disclaimer - This guide provides general information and does not constitute legal advice. For advice about your specific situation consult a qualified Greek lawyer who practices corporate governance law.
