ILN: Establishing A Business Entity: An International Guide

[ESTABLISHING A BUSINESS ENTITY IN GREECE] 226

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The shareholder(s) with shares representing the 1/10 of the share capital may demand from the Board of Directors to provide the General Assembly information about the company’s affairs and its financial situation. The permission for transactions with related parties is granted by the BoD, however shareholders with shares representing the 1/20 may demand the convocation of the General Assembly to decide on the subject. Until the convocation of the General Assembly, if such permission was granted, it is revoked, if there is an opposition of the shareholder(s) with shares representing the 1/20 of the share capital. The shareholder(s) with shares representing the 2% of the share capital may apply before a Court for the annulment of a decision of the General Assembly. “Sell Out”: The minority shareholders may, under specific circumstances that make their remaining in the company unbearable, apply before a Court to order the purchase of their shares by the S.A. Furthermore, if a shareholder whose shares represent at least the 95% of the share capital, the minority shareholders may apply before a Court to order the purchase of their shares by the former (conversely, the shareholder of at least 95% has the right to apply before a Court to oblige the minority shareholders to sell him their shares- “squeeze-out”).

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Each shareholder of an unlisted company may demand information about the amount of the capital, the categories of the issued shares and their number, the rights that each category attributes, if there are any restrictions, their numbers and the restrictions. Furthermore, each

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shareholder has the right to demand information about his/her shares. - Each shareholder of an unlisted company may demand information about the future General Assemblies to be sent to him by e-mail 10 days before the General Assembly. - Each shareholder may demand a table of the shareholders (including their names, address and number of shares), if such a right is attributed by the articles of association. - The law 4548/2018 includes also provisions about “Unions of Shareholders” that may enforce the minority rights of their members on behalf of them. 3.3.2 The Private Company (P.C.) - In principle, all the portions of participation confer equal rights and responsibilities regardless the type of the contribution. - The partner(s) holding the 1/10 of the portions may: i) demand from the director the convocation of the Assembly and if he does not comply within 10 days, they have the right to do it themselves; ii) request from the court to appoint an independent auditor if there are serious doubts of violation of the law or the statute and report to the partners.

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ILN Corporate Group – Establishing a Business Entity Series

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