GREECE Law and Practice Contributed by: Panagiotis (Notis) Sardelas, Matina Kagkelari and Aris Sifakis, Sardelas Petsa Law Firm
dedicated policies for the assessment of credit risk and the ongoing monitoring of their loan portfolios. As of 1 December 2025, investment funds operating in Greece, including UCITS, AIFs and private equity funds (defined as unleveraged entities investing pri - marily in equity-like instruments of unlisted compa - nies), must submit detailed quarterly reports to the BoG on their holdings, loans, returns and liabilities. This enhanced reporting framework aims to provide the BoG with a more holistic view of systemic risk and capital flows within the non-banking financial sector. 2.5 Club Lending and Antitrust While there are general international concerns about the opacity and systemic risks of the growing private credit market, there is no specific public information about unique regulatory concerns regarding club lending by private credit providers in Greece. Local antitrust regulators, such as the Hellenic Competition Commission, generally focus on traditional compe - tition issues and market dominance rather than on private credit lending structures specifically. Private credit transactions are primarily structured as bond loans issued by Sociétés Anonymes (SAs) under the Company Law and are subscribed via private placement. Bond loans issued under the Company Law are exempt from the interest rate caps set by the ΒοG for non-bank credit. This provides the par - ties with the contractual freedom to freely negotiate and determine the interest rate. In addition, they offer significant tax benefits and reduced registration fees. The prevailing view in legal theory is that the profes - sional acquisition of bonds does not constitute a regu - lated lending activity; this is supported by the fact that UCITS and AIFs – which by default invest pro - fessionally – are expressly permitted by law to invest in bonds. However, in the absence of specific case law or regulatory guidance, it cannot be ruled out that a fund established with the exclusive purpose of providing such type of credit might be characterised 3. Structuring and Documentation 3.1 Common Structures
as engaging in regulated lending by the competent authorities. Recent regulatory reforms have significantly expand - ed the landscape for alternative lenders. Under Greek Law 5072/2023, credit companies are now authorised to grant a wide range of credit facilities to both indi - viduals and businesses, moving beyond their previous focus on consumer credit. More importantly, credit servicing firms have been empowered to provide financing for the purpose of refinancing and restruc - turing debts within the portfolios they manage, effec - tively acting as private credit providers in the second - ary market. The landscape for direct lending is expected to change with the transposition of AIFMD II into Greek law. This new framework explicitly recognises and regulates “loan-originating AIFs” across the EU, set - ting out specific requirements for leverage, liquidity management and risk diversification. Once integrated into domestic law, it is expected to provide a robust “passportable” structure for AIFs to engage in direct loan origination, effectively bridging the current gap between bond-based financing and traditional bank lending. As of late 2025, a formal draft law for the transposition of AIFMD II has not yet been submitted to the Greek Parliament. ESMA has, however, already issued its Final Report on Draft Regulatory Technical Standards (RTS) on loan-originating funds under the AIFMD in October 2025, which, once adopted by the European Commission as a Delegated Regulation, will provide the necessary technical specifications for liquidity management tools and credit monitoring that will be directly applicable to Greek loan-originating AIFs. 3.2 Key Documentation Private credit in Greece is predominantly structured through bond loans. The core documents are the fol - lowing. • Bond loan programme: the primary document detailing terms, conditions, financial covenants and events of default.
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