You also have to decide where your office’s headquarters will be located. These premises shall be the registered seat of the company. If you are letting, the lease should be certified by the competent Public Fiscal Service. If the premises are privately owned, you should have the title deed. If the premises were granted free of charge for this purpose by a third party (father, mother, etc.) you need to provide an official statement of granting permission to use the premises as the seat of the company under establishment, including the grantor’s certified signature.
You need to acquire tax clearance certificates for all founders/partners. You will be asked from the One Stop Shop to adduce them in order to complete the establishment of your Company.
Finally, you should designate your representative during the establishment procedures of the company.
Which documents are necessary for the establishment of the Company?
The founders/applicants or their representative should submit to the One Stop Shop the following documents”
A. Documents regarding founders who are natural persons
- National identity card for Greek citizens, identity card or passport for citizens of EU member states, passport for citizens of non-EU member states and residence permit, if residing within the country. The founders’ representative may also submit to the One Stop Shop certified copies of these documents.
- Residence permit for the exercise of independent financial activity for citizens of non- EU member states who shall participate as general partners in general partnership company and limited partnership company, or shall be appointed as managers in a limited liability company, or as legal representatives in a public limited company (SA).
- Completed Form M1 (“Application for a Tax Identification Number/Change of Personal details) and Form M7 (“Declaration of Taxpayer’s Relations”), if required in order for the νfounders to acquire a Tax Identification Number (TIN), if they do not have one.
B. Documents regarding founders who are resident legal persons:
- An exact copy of the company’s codified Articles of Association
C. Documents regarding founders who are foreign legal persons:
- Articles of Association that bear an apostille, according to article 4 of the Hague Convention of October 5th 1961, officially translated or certified by a consulate, if the country of origin has not signed the Convention.
- Certification by a competent authority of the legal person’s country of residence to verify the existence of the company.
- Certified copy of the authorisation document which appoints the legal representative in Greece.
- The debtor should complete Form M3 (“Statement of commencing/changing business of non natural person”) and Form M7 (“Declaration of Taxpayer’s Relations”), in order to acquire a TIN.
D. Further Documents:
- The company’s Articles of Association in print and electronic form, if this is a personal company established at a One Stop Shop. If the establishment is carried out before a notary public who acts as a One Stop Shop, it is not necessary to submit the company’s Articles of Association in print and electronic form.
- If the establishment procedure is carried out by a representative, he/she should produce an authorisation granted by the founders that bears the certified signatures of the founders, according to paragraph 1 of article 3 of the present guideline.
- The Bank deposit receipts, if the amounts required for the establishment and the registration of the company at G.C.R. have been paid, according to those stated in paragraph 1 of article 13.
- The lease of the premises of the company certified by the competent Public Fiscal Service, or an official copy of the title deed, or an official statement of article 8 of Greek Law 1599/86 granting permission to use the premises as seat of the company under establishment including the grantor’s certified signature.
- Application to check availability of company name and distinctive title and to register these to the Chamber.
- Application to register at the relevant Chamber and
- Application to register at G.C.R.
- Application to provide a Tax Identification Number to those founders that do not have one, and the company following its establishment.
- Application to acquire a copy of the tax clearance certificate of the founders, if not submitted.
E. The debtor should complete the following forms in order for the company to acquire a Tax Identification Number (TIN) following its establishment.
- Form M3 (“Statement of commencing/changing business of non natural person”)
- Form M6 (“Statement of Business Activities”), if required.
- Form M7 (“Declaration of Taxpayer’s Relations”)
- Form M8 (“Statement of Members/Partners of non natural person”), if required
Are there any patterns of the necessary documents available online?
The statement forms (M) are available from the website of the General Secretariat for Information Systems of the Ministry of Finance. The rest of the patterns can be found at the website of G.C.R.
What does the One Stop Shop check before starting the establishment of the Company?
The One Stop Shop, via the G.C.R system, is necessaty to carry out an electronic Pre-check and Pre-approval to use the company name and distinctive title proposed by the company under establishment (within the same day or next working day the latest). If the proposed name and distinctive title of the company under establishment is identical to an already registered company name and distinctive title, then the One Stop Shop must communicate with the founders or the legal representative in order to make the necessary modifications to the submitted applications and the company’s Articles of Association.
Furthermore, there is a completeness check (within the same day or next working day the latest) in order to make sure that the necessary documents are complete and consistent, and the data are legible; otherwise it shall set a deadline of 2 to 10 working days, to complete the required data.
All deadlines set by the One Stop Shop are binding. So, if the founders and/or their representative fail to complete or correct the documents, it follows that the establishment procedure shall be automatically stopped. In this case, you must initiate a new establishment procedure.
Which is the cost for establishing a public limited company?
The Company Establishment Note rises at 70 Euros if the Company is founded by 3 or less persons. The Note is increased with € 5 more for every additional founder. It is paid after the submission of the documents needed for the company’s establishment.
Except from the Company Establishment Note, for the establishment of a public limited company it is also needed:
- G.C.R. registration fee (€ 10)
- Chamber registration fee depending on the respective Chamber
- Duty paid to the Hellenic Competition Commission (1‰ of the capital stated in the Articles of Association).
How much does the notary fee cost? Are there any further charges?
The notary fee for drawing up the contract rises at 1% of the capital stated in the Articles of Association (VAT included), plus € 5 per page. Every copy costs € 5 per page plus 23% VAT.
Are all the founders obliged to appear in person before the One Stop Shop or it is permitted to appear with a representative?
The founders mentioned in the Company’s Articles of Association should sign and submit to the One Stop Shop all the necessary documents and applications. However, if their representative has a written authorisation that bears the certified signature of the founders, it is permitted to perform every action needed in order to establish the Company, except from the signing of the establishment deed of the company, which shall be signed only by the founders or those who produce a notarised authorisation.
In case that all founders appear in person at the One Stop Shop, they designate one of them as their representative, who is obliged to submit the required documents and provide the necessary clarifications asked by the One Stop Shop.
Which are the stages for the completion of the company establishment?
When all the all the stages mentioned above are completed (check of trade name, preapproval to use trade name, tax clearance certificates of founders, acquisition of TIN for founders if required) and a company is to be established with a notarial deed, the notary public who operates as a One Stop Shop shall draw up the notarial deed in the presence of the founders or their authorised representatives.
After the Deed is signed, the One Stop Shop shall register electronically the company data and the company’s Articles of Association in the database of G.C.R. After the company’s registration at G.C.R., the One Stop Shop shall send a company registration request via email or fax to the Registers of the competent chamber. Within the same day or the next working day the latest, the Chamber shall send electronically, via email or automated email, or via fax to the One Stop Shop a confirmation that the company has been registered at the respective Registers.
In the end, the One Stop Shop shall send electronically to the Ministry of Finance the information stated in paragraph 1 of article 8 of Greek Law 3853/2010 (90A’). The TIN is provided directly by the Ministry of Finance and is sent electronically to the One Stop Shop.
In case that the establishment of the company is interrupted, can the founders retrieve the fees they have already paid?
If the interruption didn’t happen due to partners’ responsibility, all the fees that have already been paid should be returned within 30 days, except from the Company Establishment Note. For that reason, you should also provide a bank account in order for the deposited amounts to be refunded.