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* when a company engages in certain types of activities of public interest or real estate, bearer shares are not allowed.
** such capacity for Meetings outside the company’s domicile is granted only after a unanimous decision about is reached by the Board of Directors and there is consent by the Greek Ministry of Commerce
*** names of auditors must be stated in the Memorandum & Articles of Association of a Greek S.A.
Greece is situated in the southern part of Europe, in the Eastern Mediterranean. It covers a total area of 132,000 square kilometres. Approximately 3,000 islands account for 19% of this area, which is 25,000 square kilometres, while the country's coastline sum 15,000 km in length, with some 30,000 beaches. Greece has a population of approx. 11 million. There are also a large number of people of Greek origin living permanently abroad, chiefly in the USA, Canada, Australia, Britain and Central Europe. The number is estimated at 7 million.
The morphology of Greece and the country's long nautical tradition has contributed to the significant growth of the Greek merchant fleet. Merchant vessels of Greek interest constitute one of the largest fleets in the world. Air connections with major cities abroad are regular and frequent.
Greece is a parliamentary republic headed by a President. Legislative powers are exercised by Parliament, and executive powers are vested in the President and the Government (an amendment of the Constitution, ratified in 1986, significantly reduced the President's powers). The Courts exercise judicial power in civil, penal and administrative matters and they are independent of the legislative and executive branches. EU directives and laws normally override Greek law provisions, though harmonisation between EU regulations and Greek legislation is still in process. Elections for the 300-member Parliament must be held at least every four years. Parliament elects the President for a five-year term. The Constitution limits the number of presidential terms to a maximum of two.
Greece is a full member of the European Union.
Greek is the official language but most Greeks speak a number of other languages, one of which is usually English.
Euro.
None. Nevertheless, transfers abroad require full commercial documentation to be brought to the bank to authorise the transfer.
All statutory provisions pertaining to civil, commercial, criminal, administrative and tax matters are enacted into law by Parliament. International treaties are binding only when ratified by Parliament Courts in Greece are divided into three categories: civil, administrative and criminal. There is a three-tier appeal procedure, initially allowing appeals to be heard to the Courts of Appeal, while subsequent appeals may be heard either in the Supreme Court regarding civil and penal cases or in the Council of State regarding constitutional and administrative cases.
Civil Law.
All natural persons residing in Greece, irrespective of nationality and place of permanent or temporary residence, are liable to tax on income earned in Greece.
Ownership of real estate in Greece renders the owner liable to file an annual return in Greece, even if the property generates no income.
Individual Greek residents are taxed on their worldwide income at rates from 5% to 40%.
Greek limited companies are subject to taxation on their net worldwide profit at the rate of 35%. Greek companies may credit foreign income taxes paid up abroad, to the amount of Greek tax payable on the foreign-source income, depending on the provisions of the Double Tax Treaty existing between Greece and the jurisdiction where such tax has been paid.
Offshore shipping branches of Foreign Companies are totally exempt from income tax in Greece. In addition, they are exempt from customs duties, import taxes, stamp duties. Furthermore, their foreign personnel of any nationality are entitled to work and residence permits in Greece.
Invoices from corporations established in most "offshore" jurisdictions, do not constitute tax-deductible expenses for Greek corporations.
Real estate located in Greece which belongs to foreign corporations of which the ownership is undisclosed, is subject to an additional annual tax of 3% on the value of such real estate.
The following are the principal taxes in Greece:
Dividends are not subject to withholding tax. All tax liability on dividends is exhausted by the profit tax paid by the Greek corporations.
Interest payable by the corporations is subject to withholding tax at a rate from 8%-35%, depending on the tax status and the tax residence of the recipient of such interest.
Royalties are subject to withholding tax at a rate from 10%-20%. Royalties to most "offshore" jurisdictions are not tax deductible. Service Fees are subject to withholding tax at a rate of 4%-20% maximum, depending on the recipient and conditions under which service was provided.
Greece has a large network of tax treaties, many provide for reduced rate or zero rate of withholding tax. Double tax agreements exist with Argentina, Australia, Austria, Belgium, Brazil, Canada, Croatia, France, Denmark, Egypt, Estonia, Switzerland, United Kingdom, U.S.A., India, Israel, Italy, Korea, Cyprus, Luxembourg, Norway, Germany, the Netherlands, Hungary, Poland, Romania, Sweden, South Africa, Syria, Czech Republic, Finland and Uzbekistan, Yugoslavia.
Visitors from most countries must obtain an entry visa from Greek embassy or consulate. A visa is not required, however, for citizens of EU countries and of USA or for citizens of countries that have signed reciprocity treaties with Greece.
To work in Greece, foreign nationals other than EU nationals must obtain work and residence permits. Foreigners are allowed to work in Greece provided preliminary approval for salaried employment is granted by the Greek Ministry of Labour (via the competent consular authority in the foreign individual's place of residence). Foreigners employed by Greek Offshore Branches of foreign corporations can obtain such work and residence permits for the duration of their employment. Residence and work permits granted are usually valid for one year and may be renewed annually for a period of up to five years. EU nationals are free to work in Greece, but they must register with the authorities and obtain residence permits. Foreign nationals may apply for Greek citizenship provided they have resided in Greece for at least 5 years. Foreign persons participating in Greek companies or in the management of Greek companies must obtain a Greek Tax Registration Number.
Greek legislation provides for various types of business companies. The manner of formation and legislative framework governing operation are dictated by the requirements of the particular type of business activity.
Business companies operate in accordance with the provisions of commercial law, the Civil Code or separate laws governing particular types of companies. The most usual company types are:
For the formation of the AE or of the EPE, completion of the following procedures is required:
An application together with a number of supporting documents must be to be submitted to the Ministry of National Economy. The documentation must include (a) the Foreign Company's documents and most recent financial statements, officially legalized and translated, as well a description of the activity to be undertaken, including the coordinates of the ship to be owned or managed (b) C.V. of the person to be appointed as the Manager of the Greek branch (c) Bank reference in favour of the Foreign Company and (d) a Bank guarantee for the amount of US$ 50,000, issued in favour of the Greek Ministry of National Economy; the Guarantee will be forfeited if the company or its personnel break the law or fail to meet their obligations to the State (e.g. tax payments).
Unless suitably licensed, a company incorporated in Greece cannot undertake the business of banking, insurance, assurance, reinsurance, stock exchange brokerage, fund management, collective investment schemes or any other activity that would suggest an association with the banking or finance industries.
Offshore branches of Foreign Companies are not permitted to deal with any commercial business interests located inside Greece.
A company or branch incorporated in Greece has the same powers as a natural person.
Greek is the official language, but foreign language translations can be obtained.
Greek registered office required.
No.
Subject to the proposed name being approved by the Commercial Registrar, incorporation procedure can be completed from 15 to 30 working days, depending on the company type and provided all documents required by the subscribers are available from the beginning.
A name that is identical or similar to an existing name cannot be approved. There are no other specific rules regarding name restrictions. However, it is common practice for the Trade Registry to refuse names that are associated with banking and insurance, assurance, reinsurance, fund management, asset management, investment fund or any other name that requires consent or license.
The name of the company has to be in Greek but an English translation of it can be used for the Company's international affairs.
Offshore branches of a foreign company are registered under the name of the Company, in any language that this may be.
Socit Anonyme (AE) : The minimum share capital of 60,000 may be partially paid up (subject to conditions) and may be paid in cash or kind. In the event of payment in kind, the value will be determined by a Committee appointed by the Minister of Commerce to this purpose.
Limited Liability Company (EPE) : The minimum share capital is 18,000 and must be fully paid.
Offshore branches of Foreign Companies have no capital requirements.
AE: Ordinary and preference shares. EPE: Units of membership.
Offshore branches have no restriction on the class or type of shares of the Parent Foreign Company.
There are no corporation licence fees. There are only Publication Fees upon the filing and publication of the Financial Statements and the Minutes of the Shareholders Annual or other Meetings.
Offshore branches pay no filing or publication fee.
All companies must file and publish audited financial statements each year. An audit exemption applies to small companies (small in terms of turnover).
Offshore branches of Foreign Companies prepare and file plain financial statements.
An AE is managed by a Board of Directors, consisting of at least three members. One member has to be appointed as the Managing Director and another as the President. An EPE is managed by one manager.
The members of the Board in an AE and the manager of an EPE must be Greek or EU. Citizens. Non-EU citizens require a residence and work permit prior to their appointment.
An Offshore Branch is managed by a Manager who can be either Greek or foreigner.
Such requirement does not apply.
Two at least shareholders (physical persons or corporate entities) are required to subscribe to the formation of an AE; after formation is completed, the number of shareholders can be reduced to one.
An EPE can be incorporated by just one incorporator (physical person or corporate entity).
Branches of Foreign Companies Commercial & Industrial Enterprises.
Foreign Company Offshore Branches enjoy the following benefits:
Greece has allowed companies established in certain under-developed areas of Greece, namely islands of the Aegean Sea having a permanent population of less than 3,100 people, to enjoy a tax rate on profits of 21% instead of the 35% rate currently applicable.
For a company to qualify for such tax benefit, it is a prerequisite that its place of effective management be on the island.
Article 25 of Law 27/1975, as replaced by article 28 of Law 814/78, permits the establishment in Greece of the offices or branch offices of foreign shipping companies of any type or form, provided they engage in the following activities:
The aforementioned shipping companies are also subject to the provisions of Law 89/1967 and Law 378/1968 as well as of articles 30 and 37 of Law 814/78.
The following are required in order for foreign shipping companies to qualify for the exemptions and facilities:
Greek law provides that Greek companies owning yachts which are registered under Greek flag, are exempt from VAT on the import of those yachts in EU, if such Greek companies derive commercial income from chartering the yacht for at least 60 days per year. For any vessel to fly the Greek flag, it is a prerequisite that it is owned either (a) by a Greek national or (b) by a Greek company, the stock of which is by at least 51% held by EU nationals or EU corporate entities.
Greece Fact Sheet Greece Enquiry Form Greece Order Form Comparison Chart
A bespoke 'offshore' solution can be complex and requires careful planning and execution. We therefore encourage our clients to contact us directly, without obligation, for a Free Initial Consultation.
Our experienced consultants will gladly assist with advice on how to approach your particular challenge.
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