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convocation of the General Assembly etc., which are uploaded to the Registry’s website and are accessible to the public. There is also a (limited) supervision from the State on several issues, in order to ensure the legitimacy of the actions of the company in relation to the law, the articles of association and the decisions of the General Assembly. The degree of supervision may vary for several types of S.A., such as the listed S.A.s or those providing banking services. 3.1.2 The Private Company (P.C.) The PC is governed by the law 4072/2012. The company is administered and represented by one or more directors, who can only be natural persons, partners or not (however, if there is no appointment of directors, the company is administered and represented by the partners collectively). The directors may be appointed even for indefinite time. Their appointment is registered at the General Commercial Registry. The supreme governing body is the Assembly of the partners. The Assembly has the exclusive authority to decide on several issues of major importance (the appointment of the directors, the approval of the financial statements, the distribution of profits, the appointment of an auditor, the discharge of the directors from any liability, the amendments of the articles of association, the exclusion of a partner, the termination of the company or the extension of its duration and any merger or transformation of the company- for the last four a majority of 2/3 is required). In the Assembly each portion of the participation has one vote, and the decisions are made
by the majority. However, the partners can make decisions in writing, without convocation of the Assembly, provided that the decisions are unanimous or that the partners have agreed to the decision in writing without an Assembly. In the latter case, both the majority and the minority votes must be mentioned on the decision. Furthermore, the signatures of the partners may be provided by e-mails or other electronic means, if the articles of association have a relevant provision. The Assembly can be gathered anywhere (and with teleconference), and it is convened at least once per year, in order to approve the financial statements. Subsequently, the decision and the financial statements have to be registered at the General Commercial Registry and the latter will be accessible to the public. The P.C. has the obligation to maintain a website which mentions: the company’s capital, the amount of the guarantee contributions, the names and addresses of the partners, the type of their contribution and the director(s). The website is registered at the General Commercial Registry. The company has to register several data at the General Commercial Registry, such as name, address, tax number, commercial registry number, the legal representation of the company and the data of the legal representatives, any change in the guarantees of the partners, the annual financial statements of the company, the articles of association and their amendments etc., which are uploaded to the Registry’s website and are accessible to the public.
ILN Corporate Group – Establishing a Business Entity Series
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