Corporate Governance in Greece: A Practical Guide for Foreign Investors and International Businesses

Written on 29/06/2026. Posted in Insights.

Understanding the Greek Corporate Governance Framework and Key Compliance Requirements

Corporate governance has become a central component of modern business regulation. Investors, lenders, regulators and business partners increasingly expect companies to maintain transparent decision-making structures, effective internal controls and robust compliance mechanisms.

In Greece, corporate governance has undergone significant reform in recent years, particularly following the adoption of Law 4706/2020, which introduced a modern governance framework for listed companies and strengthened requirements concerning board oversight, internal controls and transparency.

While many of the statutory obligations apply specifically to listed entities, the underlying principles have become increasingly relevant for private companies, multinational groups and foreign investors operating in Greece.

This article provides an overview of the Greek corporate governance framework and highlights key considerations for international businesses.

What Is Corporate Governance?

Corporate governance refers to the system through which a company is directed, controlled and supervised.

Effective corporate governance seeks to ensure:

accountability;
transparency;
proper risk management;
protection of shareholders;
ethical business conduct;
compliance with legal obligations.

Good governance is not merely a regulatory requirement. It is increasingly viewed as a business necessity, particularly for companies seeking investment, financing or international partnerships.

The Corporate Governance Framework in Greece

Corporate governance in Greece derives from several sources, including:

the Greek Companies Law (Law 4548/2018);
Law 4706/2020 on corporate governance;
capital markets legislation;
anti-money laundering legislation;
accounting and auditing regulations;
sector-specific regulatory requirements.

For listed companies, compliance with governance requirements is subject to supervision by the Greek capital markets authorities.

For private companies, governance obligations generally arise from company law, directors’ duties and broader compliance obligations.

Corporate Governance and Greek Société Anonyme (S.A. / A.E.) Companies

The Société Anonyme (Ανώνυμη Εταιρεία – A.E.) remains the most common corporate vehicle used by larger businesses and foreign investors in Greece.

The governance structure of an A.E. is based primarily on:

the General Meeting of Shareholders;
the Board of Directors;
management and executive officers;
statutory auditors where applicable.

The allocation of powers among these bodies forms the foundation of the corporate governance system.

The Role of Shareholders

The General Meeting represents the supreme corporate body.

Key shareholder decisions typically include:

approval of annual financial statements;
election of board members;
appointment of auditors where required;
amendments to the articles of association;
share capital increases and reductions;
mergers and corporate reorganisations.

Corporate governance mechanisms are designed to ensure that shareholders receive adequate information and are able to exercise their rights effectively.

The Board of Directors

The Board of Directors bears primary responsibility for the management and strategic direction of the company.

Among other functions, the Board is generally responsible for:

defining corporate strategy;
supervising management;
overseeing compliance systems;
monitoring risk management;
safeguarding the company’s interests.

Board members owe duties of loyalty and care towards the company and may face civil, administrative and, in certain circumstances, criminal liability for breaches of those duties.

Directors’ Duties and Liability

Directors are expected to act:

in the company’s best interests;
with appropriate diligence;
free from conflicts of interest;
in compliance with applicable law.

Liability issues frequently arise in connection with:

financial reporting;
tax compliance;
insolvency situations;
corruption and bribery allegations;
anti-money laundering failures;
breaches of fiduciary obligations.

In serious cases, directors may face both personal liability and criminal investigations.

For this reason, governance and compliance functions are increasingly interconnected.

Internal Control Systems

Modern governance standards place significant emphasis on internal controls.

An effective internal control system generally includes:

financial controls;
compliance procedures;
risk assessment mechanisms;
internal reporting processes;
audit functions;
documentation and record-keeping procedures.

For larger organisations, internal controls are often viewed as a first line of defence against both regulatory and criminal exposure.

Corporate Governance and Compliance

Corporate governance can no longer be separated from compliance.

Regulators increasingly expect companies to maintain effective procedures addressing:

anti-corruption compliance;
anti-money laundering obligations;
sanctions compliance;
whistleblowing requirements;
data protection obligations;
environmental and ESG risks.

The existence of a documented compliance framework may become highly relevant in the event of regulatory investigations or criminal proceedings.

Whistleblowing and Internal Reporting Mechanisms

The implementation of the European Whistleblower Directive has significantly increased the importance of internal reporting systems.

Many companies are now required to establish channels enabling employees and third parties to report concerns relating to:

corruption;
fraud;
regulatory breaches;
misconduct;
compliance failures.

Effective whistleblowing procedures help organisations identify problems before they develop into regulatory or criminal matters.

Corporate Governance and Anti-Corruption Risk

Corruption remains one of the principal governance concerns for international businesses.

Companies operating in Greece should ensure that appropriate controls exist regarding:

gifts and hospitality;
interactions with public officials;
procurement procedures;
third-party relationships;
sponsorships and donations.

International companies may face exposure not only under Greek law but also under legislation such as the U.S. Foreign Corrupt Practices Act (FCPA) and the UK Bribery Act.

As a result, anti-corruption governance is increasingly viewed as a cross-border compliance issue.

Governance and Anti-Money Laundering Obligations

Corporate governance is closely linked to anti-money laundering compliance.

Businesses subject to AML obligations are expected to implement:

risk-based procedures;
customer due diligence measures;
beneficial ownership verification;
suspicious activity reporting mechanisms;
employee training programmes.

Failures in these areas may result in significant regulatory and reputational consequences.

Corporate Governance in Family-Owned Businesses

Many Greek businesses remain family-controlled.

While family ownership often provides stability and long-term vision, governance challenges may arise concerning:

succession planning;
concentration of decision-making;
conflicts between shareholders;
management transitions.

Formal governance structures frequently help reduce disputes and facilitate business continuity.

Governance Considerations for Foreign Investors

Foreign investors entering the Greek market should pay particular attention to:

board composition;
shareholder rights;
beneficial ownership structures;
regulatory compliance;
internal controls;
management reporting systems.

Corporate governance reviews often form a central component of legal due diligence exercises in acquisitions and joint ventures.

Common Governance Mistakes

Some of the most common governance weaknesses include:

Informal Decision-Making

Corporate decisions should be properly documented and approved through the appropriate corporate bodies.

Lack of Compliance Oversight

Compliance functions should not be treated as a purely administrative exercise.

Failure to Address Conflicts of Interest

Undisclosed conflicts frequently become a source of disputes and liability.

Weak Internal Controls

Poor controls increase exposure to fraud, regulatory breaches and financial misconduct.

Neglecting Governance in Closely Held Companies

Governance issues are not limited to listed companies.

Private companies often face similar risks.

Why Corporate Governance Matters

Effective governance delivers benefits that extend beyond regulatory compliance.

Strong governance can:

improve investor confidence;
reduce legal risk;
strengthen access to financing;
enhance operational efficiency;
protect directors and officers;
improve long-term business sustainability.

Increasingly, governance is viewed not as a regulatory burden but as a competitive advantage.

Conclusion

Corporate governance in Greece has evolved significantly in recent years. Although statutory requirements vary depending on the type and size of the company, the broader trend is clear: regulators, investors and business partners increasingly expect organisations to operate within a framework of transparency, accountability and effective compliance.

For both domestic companies and foreign investors, governance is no longer confined to board meetings and shareholder resolutions. It now encompasses risk management, compliance, internal controls, anti-corruption measures and broader corporate responsibility.

Businesses that invest in robust governance structures are generally better positioned to manage risk, attract investment and respond effectively to regulatory scrutiny.

About the Authors

Karydas – Fouskarinis & Associates advises Greek and international companies on corporate governance, directors’ duties, compliance programmes, anti-corruption frameworks, anti-money laundering obligations, internal investigations and regulatory risk management. The firm regularly assists foreign investors and businesses operating in Greece with governance and compliance matters arising from both domestic and cross-border operations.