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Equity Capital Markets - often called ECM - covers the legal and regulatory framework for companies raising equity finance, trading shares, and interacting with public investors. In Xanthi, as elsewhere in Greece, ECM activity is carried out through national and EU-level rules and overseen by national authorities. Xanthi does not have a separate stock exchange - companies and intermediaries use the Athens Stock Exchange and national market infrastructure to list, trade and settle securities. Local lawyers in Xanthi advise businesses, investors and intermediaries on corporate transactions, public or private offerings, compliance with disclosure obligations, shareholder disputes and regulatory interactions with the Hellenic Capital Market Commission and other authorities.
Equity transactions involve a mix of corporate, securities, regulatory, tax and contractual issues. You may need a lawyer in the following common situations:
- Preparing for an initial public offering or listing - lawyers help prepare the prospectus, board and shareholder resolutions, corporate housekeeping and regulatory filings.
- Undertaking a rights issue, private placement or secondary offering - legal advice is needed on structuring the offer, investor documentation and compliance with prospectus and disclosure rules.
- Drafting or reviewing shareholder agreements, subscription agreements and underwriting agreements - to protect rights and allocate risk.
- Advising on insider trading and market abuse risk - to establish policies and to manage disclosure of inside information.
- Responding to regulatory inquiries, enforcement actions or investigations by the Hellenic Capital Market Commission - lawyers handle communications and defenses.
- Managing takeovers, squeeze-outs and mandatory bid obligations - these matters are highly regulated and often time-sensitive.
- Conducting due diligence and negotiating terms in mergers and acquisitions that involve listed or pre-IPO companies.
- Resolving shareholder disputes, minority protection claims or litigation arising from public offerings.
- Structuring cross-border equity offerings and advising on foreign investor access to Greek markets and tax implications.
Key legal and regulatory instruments relevant to Equity Capital Markets in Greece include a mix of national law, Athens Stock Exchange rules and directly applicable EU rules. Important elements to understand are:
- Company law - the primary framework for Greek corporations is provided by Law 4548/2018 on anonymous companies and related company law provisions. This law governs corporate governance, the roles of directors and shareholders, capital increases, and procedural requirements for corporate acts.
- Prospectus and public offerings - EU Prospectus Regulation (EU) 2017/1129 sets out when a prospectus is required for public offers or admission to trading. In Greece the Hellenic Capital Market Commission reviews and approves prospectuses for offers in the Greek market. Prospectus content, language and liability rules are key issues.
- Market abuse and disclosure - EU Market Abuse Regulation (MAR) (EU) 596/2014 and related national measures regulate insider trading, unlawful disclosure and market manipulation. Listed companies and insiders must have procedures to identify and handle inside information and to make timely disclosures.
- Trading and intermediaries - MiFID II and MiFIR establish rules for investment firms, trading venues and market conduct. The Athens Stock Exchange (ATHEX) operates the main trading venue and publishes listing rules and continued obligations for listed issuers.
- Takeovers and mandatory bids - Greek takeover rules include national legislation and HCMC guidance on mandatory bid thresholds, offer timing and disclosure. These rules affect any change of control transactions involving listed or controlling shareholders.
- Post-trade infrastructure - the Hellenic Central Securities Depository (ATHEXCSD) provides clearing and settlement services and systems that determine how securities are immobilized, transferred and pledged.
- Regulatory bodies - the Hellenic Capital Market Commission is the main regulator for securities markets in Greece. The Athens Stock Exchange sets listing and market rules. Other institutions that matter include the Ministry of Finance, tax authorities and the Hellenic Central Securities Depository.
- Tax and foreign investment - capital gains, withholding taxes and other tax rules apply to equity transactions. Cross-border offerings implicate double tax treaties and reporting obligations for foreign investors. Local tax and accounting advice is usually required in parallel with legal counsel.
- Language, notarisation and filings - official filings and prospectuses in Greece typically require Greek language translations or versions, notarised company documents and authenticated signatures for certain transactions. Local counsel can manage these practical requirements.
Start with a legal and financial health check. A lawyer will review corporate documents, capitalization, outstanding shareholder rights, contracts, litigation and compliance gaps. You then prepare a timetable and a project plan - including prospectus preparation, corporate resolutions, auditor reports and regulatory pre-filing work with the Hellenic Capital Market Commission and the Athens Stock Exchange.
A prospectus is generally required for public offers of securities or admission to trading on a regulated market when offers exceed thresholds set by the Prospectus Regulation. Even when a prospectus is not mandatory, you may still need disclosure documents under national or exchange rules. A local lawyer will help decide the right disclosure route and structure.
The Hellenic Capital Market Commission is the main supervisor and can approve prospectuses, conduct inspections and impose sanctions for market abuse or disclosure failures. The Athens Stock Exchange enforces listing rules and ongoing obligations. Regulatory review can affect timing, required disclosures and closing conditions for transactions.
Timelines vary widely. A straightforward public listing can take several months; complex transactions, large prospectuses or restructuring steps can extend the process to nine to twelve months or more. Time is needed for due diligence, drafting, regulatory review and marketing the offering.
Yes. Shareholders may challenge corporate decisions on grounds such as breach of corporate law, defective resolutions, violation of minority rights or improper valuation procedures. Legal challenges often involve court proceedings or arbitration, and timing is critical to preserve remedies.
Main risks include insider trading allegations, failures to disclose inside information under MAR, conflicts of interest in related-party transactions and personal liability for misleading prospectus statements. Robust internal controls, insider lists and disclosure policies are essential.
Takeovers and change-of-control transactions are governed by national takeover rules and HCMC practice. Mandatory bid obligations, disclosure duties and equal treatment of shareholders are central principles. Takeover scenarios require careful planning and early legal advice to navigate timing and offer conditions.
Foreign investors must consider Greek corporate rules, translation and notarisation requirements, tax implications, and possible sector-specific restrictions. Cross-border offerings may also trigger EU market rules. Local counsel can advise on investor protections, documentation and applicable tax treaties.
Yes. Alternatives include private placements to institutional or sophisticated investors, crowdfunding under applicable rules, admission to an alternative market segment if available, or staged capital increases. Each route has different disclosure and regulatory demands, and lawyers can help select and structure the best option.
Fees depend on transaction complexity, the scope of work, and whether you use local Xanthi counsel or an Athens-based firm. Simple advisory work and document drafting may be charged at hourly or fixed rates. Large transactions like IPOs involve phased fees and often retainers plus success or completion fees. Get a clear engagement letter detailing scope, billing rates and expenses before work begins.
Useful resources and organisations for Equity Capital Markets matters in Greece include national and local authorities, market infrastructure providers and professional bodies. Examples of organisations to consult or research are:
- The Hellenic Capital Market Commission - the securities regulator responsible for prospectus approvals, market supervision and enforcement.
- The Athens Stock Exchange - for listing rules, continued obligations and market practices.
- The Hellenic Central Securities Depository - for settlement, custody and securities processing matters.
- The Ministry of Finance and tax authorities - for taxation issues related to capital raisings and investor obligations.
- Xanthi Chamber of Commerce - for local business guidance and contacts with local professional advisers.
- Xanthi Bar Association and Athens Bar Association - to locate qualified lawyers experienced in securities and corporate law.
- Professional advisors - local accountants, auditors and investment banks or corporate finance advisers who support capital market transactions.
If you need legal assistance on an ECM matter in Xanthi, follow these practical steps to get started:
- Prepare a brief summary - describe the company, the nature of the transaction, timelines and key stakeholders. Include copies of corporate charters, recent financial statements and any investor or shareholder agreements.
- Arrange an initial consultation with a lawyer who has ECM and securities experience. Ask about their experience with Greek listings, prospectus work and dealings with the Hellenic Capital Market Commission.
- Obtain a written engagement letter - it should detail scope, fees, estimated timetable and confidentiality terms. Clarify whether local translation, notary or other administrative costs are included.
- Carry out preliminary due diligence - gather corporate, financial, tax and contractual records so your lawyer can identify legal risks and regulatory requirements early.
- Develop a project plan with milestones for regulatory filings, prospectus drafting, investor marketing, board approvals and closing steps. Include contingency time for regulatory questions or market conditions.
- Coordinate with tax and financial advisers - equity transactions typically require coordinated legal, tax and accounting advice to avoid surprises and to structure the deal efficiently.
- Maintain clear internal procedures for disclosure, insider lists and communications to reduce risk of market abuse issues during the transaction.
Working with experienced local counsel will help you navigate Greek and EU rules, manage interactions with regulators and exchanges, and improve the likelihood of a successful outcome for your equity transaction.
