ESTABLISHMENT PROCEDURE – INCORPORATION OF A CAPITAL COMPANY
NUMBER OF PEOPLE WHO NEED TO PARTICIPATE
A Public Limited Company may be formed by one or more persons or may become a sole proprietorship by consolidating all the shares in one person. The founding members of a Public Limited Company may be natural or legal entity/ies. The natural persons must have reached the age of eighteen (18) years.
BASIC CHARACTERISTICS OF THE PUBLIC LIMITED COMPANY
A Public Limited Company is a capital company with legal personality, for whose debts it for whose debts it is solely responsible with its own property. Every Public Limited Company is commercial, even if its purpose is not to conduct a commercial business, in accordance with Article 1 of Law No. 2190/1920. The basic characteristics of a Public Limited Company are as follows:
– The M.K for the establishment.
– The division of the capital into equal shares, which are incorporated in titles, the shares.
– The Terms of Publicity at its foundation and throughout its existence.
– Its long duration (usually 50 years).
– The limited liability of the shareholders.
– Decision-making by majority vote or as or as defined by the statute
– The existence of two bodies, which are the General Meeting of shareholders and the Board of Directors.
MINIMUM AMOUNT NEEDED
The minimum amount of share capital required by law for the establishment of a PLC is EUR 25,000. The capital must be paid up at the time of its incorporation. It does not have to be in cash, it may also be a contribution in kind, i.e. a contribution of an asset to the company (e.g. real estate). However, in the case where part or all of the initial share capital is covered by a contribution in kind, a valuation must be carried out beforehand.
For Greek Shareholders, the paid-up Share Capital is subject to an asset declarations check.
For Foreign Shareholders, the paid-in capital is not subject to an asset declarations check except for international controls on the source of funds.
SHAREHOLDERS CITIZENS, NATIONALS, USA RESIDENTS
Resident citizens, USA nationals should be aware that they are subject to the special Foreign Accounts Tax Compliance Act, FATCA, that controls tax evasion.
Banks in our country under the FATCA Regulation and special cooperation agreements with the U.S
– are required to report to the U.S. Tax Authority the tax information of customers who are U.S. Tax Residents
– For non-cooperative customers, they have the option in some transactions to withhold and remit 30% tax to the U.S. Tax Authority
LIABILITY OF SHAREHOLDERS
The PLC is a limited liability company in the sense that the N.P. is liable for obligations to third parties and not the shareholders.
– The profits of Public Limited Companies are taxed at a rate of 22%
– The dividend distribution is made following the decision of the General Meeting of Shareholders. The minimum dividend is 35% of the net profit after deduction of income tax, reservation for provision and compensation for any loss of the previous year. The tax on dividends is 5% with no other tax obligation.
– The dividend paid by the PLC to the shareholders who are residents, citizens, nationals of the U.S. will be taxed in Greece, this amount will be offset against the taxation of the dividend in the U.S. according to the Tax Regime there.
Finally, we mention that the simplest form of incorporation of a capital company is that of a Private Capital Company. Only the company is liable for its corporate obligations with its property.
A Private Capital Company may be formed by one person or may become a one-person company.
The capital of a Private Capital Company is determined by the partners without limitation and could even be zero. The partners participate in the company through capital or non-capital contributions. Taxation is the same as that of the PLC.