Best Venture Capital Lawyers in Elliniko

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Founded in 2007
2 people in their team
English
Law Office Tsimpas Mortzaki & Associates is a Greece-based boutique law firm located in Elliniko, serving clients across the Athens area. Founded by Konstantinos Tsimpas and Christina Mortzaki, the practice focuses on civil, commercial and employment matters, with additional expertise in social...
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About Venture Capital Law in Elliniko, Greece

Venture capital activity in Elliniko sits within the wider Greek and European legal framework. Elliniko is part of the greater Athens metropolitan area and benefits from Athens-based financial, legal and regulatory services. Venture capital in Greece has grown in recent years with public and private initiatives supporting early-stage companies, and regulatory oversight is provided at national and EU level. Legal issues for founders, investors and fund managers are governed mainly by company law, securities and investment fund regulation, tax rules, intellectual property law and EU-wide rules such as data protection.

Why You May Need a Lawyer

Drafting and negotiating investment documents - term sheets, shareholders agreements, subscription agreements, convertible instruments and investor rights agreements require precise drafting to protect both founders and investors.

Choosing the right company form and structuring the capitalization table - the choice between a private company vehicle and a public company vehicle affects liability, governance, taxation and investor appetite.

Fund formation and regulatory compliance - establishing a venture capital fund or alternative investment fund requires attention to fund structure, manager authorization, marketing rules and ongoing compliance obligations.

Due diligence and disclosure - investors perform legal, tax and regulatory due diligence. Founders may need help preparing disclosure materials and correcting issues revealed by due diligence.

Intellectual property, employment and data protection - protecting software, know-how and customer data, creating enforceable employment and contractor relationships, and complying with GDPR are common legal priorities.

Preparing for exits and M&A - sale processes, auction design, negotiation of purchase agreements and regulatory approvals require specialist advice to maximize value and reduce liability.

Handling disputes and enforcement - litigation, arbitration or mediation may be necessary in cases of deadlock, breach of agreement or shareholder conflict.

Local Laws Overview

Company forms and governance - Greek company law provides several legal forms suitable for startups and investors. The flexible private company vehicle is widely used by early-stage companies because of simple incorporation procedures and flexible capital rules. Societe Anonyme structures are commonly used for larger financing rounds and for entities that may plan a public offering. Shareholders agreements and articles of association govern voting, board representation and decision-making.

Securities and investment fund regulation - public offers and marketing of fund interests are regulated by national securities law and by EU rules. Alternative investment funds and fund managers are subject to rules derived from the Alternative Investment Fund Managers Directive - these rules affect authorization, capital and reporting obligations for fund managers who raise capital from third parties.

Regulatory authorities - oversight of securities, fund activity and financial services is exercised by the national capital markets regulator. Financial institutions and professionals are also subject to anti-money laundering obligations and to supervision by relevant authorities.

Tax and incentives - Greece offers corporate and personal tax rules that affect founders and investors. There are targeted incentives and support programs for technology and research-intensive companies, as well as public-private co-investment programs that channel EU and national funds into venture capital vehicles. Tax planning for founders, option plans and investors is an important part of venture transactions.

Intellectual property and data protection - IP rights are protected under national and EU law. GDPR applies to any processing of personal data, including customer and employee data. Appropriate IP assignment, licensing and data processing agreements are critical in technology transactions.

Employment and contractor rules - Greek labour law includes protections for employees and specific rules on termination, social security and taxation. Proper classification of founders, employees and contractors is essential to avoid liabilities.

Competition and foreign investment screening - certain transactions may raise antitrust or merger-control issues. Specific sectors may be subject to foreign investment screening or special licensing requirements.

Dispute resolution - commercial disputes are heard by local courts, typically in Athens for Elliniko matters, but arbitration and mediation are common alternatives included in investment agreements to provide faster and neutral resolution.

Frequently Asked Questions

What company form is best for a startup seeking venture capital in Elliniko?

The most common routes are a flexible private company vehicle for early stages and a Societe Anonyme structure for larger financings or plans to list. The private company form typically offers lower capital requirements and simpler governance, while the Societe Anonyme may be more familiar to institutional investors. A lawyer can advise on the trade-offs based on your ownership goals and financing roadmap.

Do I need a Greek-domiciled company to receive investment?

No, foreign entities can invest in Greek companies and foreign founders can establish Greek companies. However, many investors prefer a Greek-domiciled vehicle for legal certainty, tax clarity and easier enforcement. Cross-border investments introduce additional tax and regulatory considerations that legal counsel should review.

What is a term sheet and how binding is it?

A term sheet is a summary of the key commercial terms of an investment. It often sets the basis for definitive agreements. Whether a term sheet is binding depends on the wording - some provisions like confidentiality and exclusivity are frequently made binding, while valuation and other commercial terms are typically non-binding. Legal review is essential to control unintended commitments.

What investor protections are typical in Greek venture deals?

Common protections include board representation rights, veto rights over major corporate actions, liquidation preferences, anti-dilution provisions, transfer restrictions, tag-along and drag-along rights, information rights and pre-emptive rights on future financings. The exact package varies with deal stage and bargaining power.

What permissions does a fund manager need to operate in Greece?

Managers who manage third-party capital often fall within the scope of national legislation implementing EU fund rules. Authorization, capital and conduct requirements may apply depending on whether the vehicle is an Alternative Investment Fund and whether marketing is directed to professional investors. Local counsel can advise on the appropriate structure and authorization path.

How are exits taxed for founders and investors?

Tax treatment depends on residency, vehicle structure and type of asset sold. Capital gains tax and social security considerations may apply to founders, while corporate structures and double tax treaties affect investors. Early tax planning and use of available incentives can materially affect net proceeds from an exit.

Can non-EU investors participate in Greek venture funds?

Yes, non-EU investors can invest in Greek companies and funds. There may be additional documentation and regulatory checks, such as proof of source of funds and compliance with anti-money laundering rules. Certain strategic sectors may require additional approvals for foreign participation.

What regulatory checks should I expect during due diligence?

Investors typically review corporate records, capitalization, contracts, IP ownership, employment and contractor arrangements, regulatory licenses, data protection compliance, litigation exposure and tax filings. Any identified gaps will be reflected in deal terms or pre-closing conditions.

How long does a typical venture capital investment take from term sheet to close?

Timelines vary. Seed transactions can close in a few weeks if documentation is straightforward. Series A and later rounds with complex due diligence and regulatory checks often take several months. Fundraisings and fund formations generally take longer due to regulatory filings and investor onboarding.

How much should I budget for legal costs?

Legal fees depend on transaction complexity, the reputation of the firm and the scope of work. Early-stage transactions are usually lower cost, while fund formation, cross-border deals and regulated activities require more extensive legal work. Request clear fee estimates and consider phased engagement - initial counseling, documentation, and closing support - to manage costs.

Additional Resources

Hellenic Capital Markets regulator - the national authority supervising securities and investment funds.

Ministry of Development and Investments - policies and programs for entrepreneurship and investment.

Enterprise Greece - governmental agency supporting investment promotion and export activities.

EquiFund and other public-private co-investment programs - provide information on fund-backed investment schemes in Greece.

Hellenic Development Bank - national institution that supports finance to businesses and may participate in funding initiatives.

National General Commercial Registry - for company registration and public filings.

Hellenic Data Protection Authority - for guidance on GDPR compliance within Greece.

Athens Bar Association and specialist venture capital or corporate law practices in Athens - for locating qualified local counsel.

Industry associations and startup networks - local venture capital associations, startup hubs and accelerators provide market intelligence and networking opportunities.

Next Steps

1. Gather key documents - articles of association, cap table, previous investment documents, IP assignments, employment contracts and financials. Having these ready saves time and cost.

2. Schedule an initial consultation with a lawyer experienced in venture capital and Greek corporate law. Ask about experience with similar deals, fund formation, and any cross-border matters relevant to your investors.

3. Agree the scope and fee structure for legal work - consider staged engagement for term sheet review, due diligence, agreement drafting and closing support.

4. Use legal advice to structure the deal, prepare or review the term sheet and negotiate investor protections and governance terms that balance founder interests and investor requirements.

5. Complete due diligence, regulatory filings and any required fund or manager authorizations. Plan for post-closing compliance such as reporting, employee option documentation and tax filings.

6. Maintain ongoing legal support after closing to manage growth, future financings, IP strategy and exit planning. Early investment in sound legal structure reduces risk and enhances investor confidence.

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Disclaimer:
The information provided on this page is for general informational purposes only and does not constitute legal advice. While we strive to ensure the accuracy and relevance of the content, legal information may change over time, and interpretations of the law can vary. You should always consult with a qualified legal professional for advice specific to your situation. We disclaim all liability for actions taken or not taken based on the content of this page. If you believe any information is incorrect or outdated, please contact us, and we will review and update it where appropriate.