Company Registration – Limited Liability Company
Greece Key Points
- Time – 2 weeks to incorporate your company
- Directors – only one director of any nationality, is necessary for your EPE company
- Shareholders – only one shareholder of any nationality, is required
- Shareholders – 100% foreign shareholders allowed
- Share Capital – the share capital requirement is €18,000
- Support – using our 20 years experience we guide you throughout every step of the company formation process
- No filling requirement with Greek authorities
General principles that govern the Greek Limited Liability Company
- It is considered as commercial by law, regardless of whether or not its activity is commercial.
- It has no shares in the way that the S.A. company does. It has parts. This means that the personal element is very important in the Greek Ltd. There are significantly more restrictions in the transfer of parts of a Ltd than in the transfer of shares of an S.A.
- The capital of the Ltd company may be incorporated by contributions in kind instead of cash or by combination of both. To be acceptable, the contributions in kind must be of items capable of appearing in the company’s accounts. The value of such contributions is determined by a committee of the prefecture, in the same way as for the S.A. companies.
- The Articles of Association are signed before a Notary Public and each transfer of a part is also made by a notarial act.
- The controlling authority for Ltd companies is the Court of First Instance competent for the area where the company has its registered seat.
- There is a general obligation to publicize all amendments of the Articles of Association which are subsequently also registered in the Book kept by the Court of First Instance.
- The Ltd is governed by the General Meeting of the shareholders. The G.M. is convened at least once a year within three months from the end of the financial year. Every member (i.e. holder of at least one part) is entitled to take part in the G.M. and has one vote for each part. Resolutions are made by majority of the number of members who must also altogether hold more than 50% of the share capital (double requirement).
- The management of the Ltd is assigned to one or more directors, who may or may not be members (part-holders) of the company. The appointment of the director(s) is made either by the Articles of Association or by a resolution of the General meeting, subject to publication requirements.
- In addition to the books kept by virtue of tax provisions, the company books kept by the Directors of a Ltd are: a) the book of members b) the book of G.M. resolutions c) the book of Director’s resolutions.
The main additional requirements imposed to single member Ltd companies are:
- The full company name contains the phrase ‘single member Limited Liability Company’.
- The G.M. resolutions are signed in the presence of a notary public who signs them too.
- All contracts signed by the Ltd, except the daily operational transactions, are registered in Minutes or made in writing.
Steps for the establishment of a Limited Liability Company
- Drafting of the Articles of Incorporation by a lawyer.
- Search (it is valid for one month) at the competent Chamber (of the company’s registered office) for the availability and the legality to use the chosen company name and distinctive title.
- Verification of the draft Articles of Incorporation (signed by the Lawyer) by the appropriate Bar Association.
- Signature of the Articles of Incorporation by its founders (or from authorised, with Power of Attorney, persons) before a Notary Public. Necessary documents to be provided to the Notary Public are: the verified draft of the fees, taxation clearances for the founders and their Taxation Identification Number.
- Payment of the Tax on the Accumulation of Capital (1%) within 15 days from the signature of the Articles of Incorporation.
- Payment of the rights to the Lawyers’ Fund and to the Lawyers’ Social Security Fund.
- Verification of the original copy of the Articles of Incorporation by the competent Chamber of Commerce and Industry.
- Filing of the Articles of Incorporation within one month from its signature, with the Secretariat of the competent Court of First Instance for registration in the Book of Limited Liability Companies.
- Publication of a summary of the Articles of Incorporation in the Government Gazette.
- Registration of the company at the Chamber. The company has to be registered at the competent Chamber and pay its annual contributions. For the registration it is required:
- An application provided by the Registrar Department of the Chamber.
- A copy of the Articles of Incorporation, certified by the Court of First Instance.
- The Government Gazette for the publication of the summary of the Articles of Incorporation.
- Photocopies of the identity cards or passports of the partners and the administrator, if he is a partner. If the partners and the administrator are residents of a state outside the European Union their residence and working permits should also be submitted.