Selling a Business in Athens

Greek businesses most commonly use the Anonimi Etairia (AE — Ανώνυμη Εταιρεία), equivalent to a joint-stock company, or the Etairia Periorismenis Efthinis (EPE — Εταιρεία Περιορισμένης Ευθύνης), equivalent to a limited liability company. The IKE (Idiотiki Kefalaiouchiki Etairia), introduced in 2012, is an increasingly popular simplified private company structure. Share transfers in an AE are generally straightforward; EPE quota transfers require a notarial act. Greek corporate law was reformed comprehensively in 2018 (Law 4548/2018) for AE structures, and buyers will review governance documents carefully under the new framework.

The Hellenic Capital Market Commission (Επιτροπή Κεφαλαιαγοράς) regulates the Athens Stock Exchange (ATHEX) and listed companies. For businesses listed on ATHEX, Greek takeover law (Law 3461/2006, implementing the EU Takeover Directive) applies — including mandatory bid thresholds at 1/3 of voting rights and squeeze-out at 90%. HCMC also regulates investment firms, fund managers, and certain financial intermediaries. Change of control in regulated entities requires HCMC notification and approval. For non-listed businesses, the Hellenic Competition Commission reviews mergers meeting Greek thresholds.

The Hellenic Competition Commission (Επιτροπή Ανταγωνισμού) reviews mergers meeting Greek notification thresholds: combined Greek turnover above €150M with at least two parties each having Greek turnover above €15M, or either party having a Greek market share above 25%. The Commission has increased its activity in recent years and has been involved in several significant merger reviews across sectors including media, retail, and services. Greek merger filings run alongside any EU Merger Regulation review where applicable, and early clearance assessment should be a standard process step.

Greece imposes capital gains tax of 15% on profits from the transfer of shares of unlisted companies for individual shareholders — a rate that has been relatively stable following significant tax reform over the post-crisis period. Transfer of listed shares is generally exempt from capital gains tax for individuals. For corporate sellers, gains are included in taxable income at the standard 22% corporate income tax rate (reduced from 29% during the crisis period). Real estate transfer taxes are a separate and material consideration for transactions with significant real property. Greek tax law has been in substantial reform since 2010, and specialist Greek tax advice is essential — particularly where cross-border holding structures are involved.