GREECE Law and Practice Contributed by: Nikolaos Koulocheris, Ioannis Charalampopoulos, Rozita Karasso and Dimitra Kotsovelou, Machas & Partners
even demolished, and serious violations can result in criminal liability. Enforcement actions may be initiated through routine inspections, complaints from the pub - lic, or judicial proceedings, ensuring that development activities comply with the applicable legal and regula - tory framework. 5. Investment Vehicles 5.1 Types of Entities Available to Investors to Hold Real Estate Assets Real estate assets can be acquired by any individual or entity. Foreign entities can acquire rights in rem over Greek real estate provided that they have acquired a tax identification number. The exploitation of real estate is mostly made via limited liability entities. The main types of entities are the société anonyme (S.A.), which is a company limited by shares, and the pri - vate company, which is also a limited liability entity. Real estate mutual funds and REICs also exist, which are governed by the special legal framework of Law 5193/2025. 5.2 Main Features and Tax Implications of the Constitution of Each Type of Entity The shareholders of a société anonyme and the part - ners of a private company are not liable for any obliga - tion of the company, which is a distinct legal person that carries its assets and liabilities separately from its members. The contribution of real estate property in exchange for the issuance of shares of a société anonyme or share parts of a private company requires its prior independent valuation to protect its creditors from overvaluation. In the event that the transfer of the real estate property is made in the context of the incorporation of the entity in the form of contribution in kind of any part of the initial capital, the incorporation must be made via a notarial deed by virtue of which both the incorporation of the entity and the transfer of the real estate property are consummated. The cor - porate income tax for both sociétés anonymes and private companies is equal to 22% on taxable prof - its, and a withholding dividend tax of 5% applies to any dividend distribution subject to exemptions for intragroup dividend distributions and distributions to foreign entities domiciled in jurisdictions with which
the Hellenic Republic has signed a double taxation avoidance agreement. 5.3 REITs The split between legal and beneficial ownership is not recognised under Greek law and real estate invest - ment trusts do not exist, but Greek tax law recognises foreign trusts as legal entities without separate legal personality. In addition, Law 2778/1999, as amended and in force, sets out the special legal framework for real estate mutual funds and REICs, which are both institutions licensed by the Hellenic Capital Markets Commission. REICs operate in the form of sociétés anonymes , but are governed by the special legal framework of Chap - ter E of Law 5193/2025 (Articles 40 to 60). A REIC is a société anonyme with the sole purpose of acquiring and managing real estate. REICs are institutional enti - ties, and their lawful operation requires the obtaining of a licence from the Capital Market Commission. In order to grant an operating licence, the Capital Mar - ket Commission evaluates the technical and financial resources of the company, the reliability and experi - ence of the members of the management team with particular focus in the sector of real estate, and the development and exploitation of real estate, as well as the suitability of the persons who hold, directly or indirectly, a qualifying participation to ensure the sound management of the company, as well as the existence of corporate governance rules. Within two years from the issuance of its license as a real estate investment company, its shares must be listed on a regulated market based in Greece, while the dead - line may be extended by an additional period of up to 36 months by Capital Markets Commission upon application of the company. At the time of submis - sion of the application for the listing or its shares in a regulated market, and upon the lapse of three years from its incorporation, the REIC’s share capital must be invested at least 50% in real estate. Subsequently, the REIC is subject to the supervision of the Capital Market Commission both as a listed company bound by the relevant regulatory provisions and with regard to compliance with the specific applicable legislative framework.
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