GREECE Law and Practice Contributed by: Anastasia Dritsa, Elisabeth Eleftheriades, Vicky Kriketou, Irene Kyriakides, Ioanna Kyriazi, Victoria Mertikopoulou, Claire Pavlou and Panagiotis Pothos, Kyriakides Georgopoulos Law Firm
individual or entity is subject to publicity require - ments on the GEMI website. Further, Greek law requires companies to register their UBOs (ie, individuals holding an interest of at least 25% in the company) in the Central UBO Register. Ini - tial registration and updates must generally be made within 60 days of the triggering event. 3.4 Management Structures Greek companies operate on a one-tier management structure; Greek law does not provide for a formal two-tier supervisory/management model. SA It is administered by a board of directors (BoD) of three to fifteen members elected by shareholders. SAs classified as “very small” or “small” may appoint a sole director-administrator (being a natural person), with the same duties and powers as a full board, pro - vided that the AoA so permit. A legal entity may be elected as a director, provided a specific individual is expressly designated to act on its behalf. The BoD may delegate its powers to its members or to non-members, provided that such delegation is per - mitted under the ΑοΑ. Board members who receive remuneration or hold at least a 3% participation in the company must be reg - istered with e-EFKA. PC It is administered by one or more administrators, who must be individuals, elected by the partners. Administrators may delegate certain responsibilities to one or more individuals provided that such delegation is permitted under the AoA. Administrators must be registered with e-EFKA. LP It is managed and represented by the general partner(s). The partnership agreement, however, may
assign such powers to a limited partner, who is then liable as a general partner for any act of representa - tion, unless the third party was aware of their limited partner status. 3.5 Directors’, Officers’ and Shareholders’ Liability Directors and administrators owe duties of care and loyalty to the company, assessed under a business judgment standard; those acting in good faith and in the corporate interest are typically protected from per - sonal liability, though culpable acts/omissions or com - pany debts, including unpaid tax and social security obligations, may attract personal liability. SA share - holders and PC partners are not liable beyond their contributions. Greek courts may exceptionally “lift the corporate veil” where the corporate form is abused to defraud creditors. In PCs, guarantee-contribution partners are directly liable towards third parties up to the AoA amount. In LPs, general partners bear unlim - ited liability; limited partners are liable only up to their agreed contribution. Employment relationships in Greece are governed by the Greek Constitution, national legislation (ie, the Labour Code and the Civil Code, laws, presidential decrees and ministerial decisions), EU law and inter - national treaties, as well as collective and individual employment agreements. Case law is not a formal source of law but serves an interpretative function in applying statutory provisions. 4.2 Characteristics of Employment Contracts The duration of the employment contract is agreed between the parties and may be either indefinite or fixed-term, on a full-time or part-time basis. Fixed-Term Employment Agreements A fixed-term contract may be renewed up to three consecutive times within a total period of three years and may not exceed an overall duration of three years. A break exceeding 45 calendar days is required to 4. Employment Law 4.1 Nature of Applicable Regulations
413 CHAMBERS.COM
Powered by FlippingBook