GREECE Law and Practice Contributed by: Panagiotis (Notis) Sardelas, Matina Kagkelari and Anna Zlatoudi, Sardelas Petsa Law Firm
1. Specific Financial Asset Types 1.1 Common Financial Assets Under Greek Law 3156/2003 (the “Securitisa - tion Law”), all business claims originated in and resulting from the business activity of a commer - cial entity domiciled in Greece or a non-Greek resident having an establishment in Greece are eligible for securitisation, including future claims (as long as they are identifiable), conditional claims and claims towards consumers. Real estate properties can also be securitised; how - ever, the relevant framework has not been tested in practice, as it is considered to be restrictive. In addition, a special Greek law governs the securitisation of state receivables. Non-banking securitisations are not common in Greece. Notable recent transactions outside the banking sector include the securitisation of Greek electricity supply contract receivables in the form of overdue invoices of up to 60 days, and the securitisation of Greek electricity sup - ply contract receivables in the form of overdue invoices of at least 90 days. The vast majority of claims securitised in Greece in recent years have arisen from non-performing loans (NPLs). The most common securitised banking receivables are those arising from mort - gage loans, corporate loans, credit card and oth - er revolving credit claims, consumer loans, leas - ing contracts, bond loans and shipping loans. 1.2 Structures Relating to Financial Assets The usual transaction structure for all types of assets mentioned in 1.1 Common Financial Assets is that stipulated in Article 10 of the Securitisation Law, pursuant to which the seller (originator) transfers its business claims to the
purchaser (a special-purpose entity or SPE) by way of outright sale, together with the issue by the SPE and offer, by private placement, of notes, the repayment of which is funded by the proceeds of the transferred business claims or by loans, credits or financial derivative agree - ments. Typically, in Greek securitisations a sale agree - ment governed by foreign law and an execu - tory transfer (assignment) agreement governed by Greek law are signed between the seller and the SPE. A typical securitisation also involves the appointment by the SPE of a third servicer, who will actively manage the transferred claims and collect the proceedings therefrom. In 2015, Greek Law 4354/2015 was introduced as an alternative to securitisation for the servic - ing, sale and transfer of NPL receivables. Its scope has been expanded to cover the trans - fer of performing loans as well. Greek Law 4354/2015 applied in parallel with the Securiti - sation Law and its provisions (with the exception of the tax provisions of Article 3A) were repealed and replaced by Greek Law 5072/2023. It is not - ed, however, that the transfer of claims under credit agreements signed before 30 December 2023 and their respective servicing agreements are still governed by Greek Law 4354/2015. The Securitisation Law, however, continues to be the preferred tool for the disposal of NPLs by credit institutions, as a Greek state guarantee scheme was put in place in December 2019, fol - lowing EU Commission approval, for the senior tranches (ie, senior notes) of banking securitisa - tions (including NPLs) (the “Hellenic Asset Pro - tection Scheme” or HAPS, or “Hercules”), which was extended until October 2022. The HAPS programme has been reintroduced into Greek legislation by Greek Law 5072/2023. EU Com -
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