Comparative legal analysis of associations laws and regimes in the EU. Country Report: Greece
Executive summary
At least 20 members are necessary to establish an association in Greece. In addition, it must be non-profit. The purpose of the association must be expressly stated in the Statute and must be religious, educational, professional, recreational, cultural, political, athletic, and others.
According to articles 78-107 of the Greek Civil Code, a commonly used form of association under the Greek legislation is the Society. A sub-category of Societies, is the so-called Union or Syndicate. Other forms of associations are foundations and fundraising committees (FC).
The right to form an association is established by article 12 of the Greek Constitution. In addition to that, the following legal acts regulate their work: Greek Civil Code which sets up the rules for establishing and functioning of associations; Law N° 4172/2013 providing for the income taxation of associations and introducing emergency measures for the purposes of implementing laws. Associations are not entitled to receive any profit which is expected to be re-invested in the social activities of the Association (in public interest) losses.
Associations in Greece are legal persons governed by private law. In some (rare) cases non- profit entities are set up voluntarily, spontaneously or temporarily without legal personality.
The main governing bodies of the associations in Greece are: General Assembly, Board of Directors/Trustees and Disciplinary Board.
In general Greek associations are constituted as entities having a full legal personality but a limited responsibility. Therefore, personal assets are kept separate from the assets, which are property of the association. In case of losses or bankruptcy, only the assets of the association can be liquidated to satisfy creditors.
There is no administrative fee. However, the legal process involves a lawyer (the minimum amount set by the Bar Association is 95 euros plus VAT 24% for the application before the Court of First Instance and another 95 euros plus 24% VAT for the process itself).
Additional economic activities are allowed, provided that they do not go against any principles of ethics and public morality. The members are not entitled to receive any profit.
If associations have additional business activities, the tax rate for this income is 29%. The non-profit associations are VAT-exempt for income from fundraising events. Associations pay also VAT for their addition economic activities.
According to the British Council report “Greece - social and solidarity economy”, 2017, (highlighting as well the lack of more recent data), the estimated number of Social solidarity enterprises in Greece in 2017 (based on the official MoL registry) is between 573 and 673, of them 243 are social cooperatives, limited liability cooperatives and just 27 are civil cooperatives and associations1. The minimal number of members of the associations in Greece exceeds 500 people (and is likely to be much higher). According to the same report, the total revenues of cooperatives, mutuals, social enterprises, not-for-profit institutions, social and solidarity economy organizations, associations (societies) and associations (foundations) is EUR 2.5 billion2. This amount accounts for is 1.4 % of the Greek GDP3.
Contents
1.Definition, types of associations and characteristics 5
2.Sources of law founding associations 5
3. Formation requirements and constitutive acts and elements 6
4. Registration requirements 6
8. Definitions of public interest 8
10. Economic activities permitted 8
11. Governance, operating rules and bodies 8
13. Reporting and transparency 9
14. Resources and assets management 9
1.Number of associations existing in Greece 11
6. Share between voluntary and paid work 12
7. Data on cross-border activities 12
The right to form an association is established by article 12 of the Greek Constitution. At least 21 members are necessary to establish an association. The purpose of the association must be expressly stated in the Statute and must be non-profit. Depending on its purpose, an association may be religious, educational, professional, recreational, cultural, political, athletic, and others. In some cases associations are set up voluntarily, spontaneously or temporarily without legal personality.
According to articles 78-107 of the Greek Civil Code, a commonly used form of association under the Greek legislation is the Society. It can be formed for purposes such as: religious, educational, professional, recreational, cultural, political, athletic, and others
A sub-category of Societies, is the so-called Union or Syndicate. Unions are formed by employees that have a private law valid work contract with a private institutions or public institutions. This type of compound has three different forms:
First instance Unions (Professional Unions),
Second instance Unions (Federation of Unions)
Third instance Unions (Confederation of Union Federations).
Although Unions constitute a special category of associations, the two entities are not identical. What they have in common is the obligation to deliver non-profit activities. However, they are allowed to set up consumer or credit cooperatives, to have libraries or to provide training courses to their members. In addition, they can create special funds for emergency service for the purpose of solidarity and mutual assistance of their members.
Another type of association is the Foundation, which is a private law legal entity. It is not an association of persons, but rather a set of assets, that has acquired legal personality and is dedicated to serving a specific and permanent purpose to the public benefit. The Foundation is governed by the special provisions of the articles 108-121 of the Civil Code along with the general provisions of articles 61-77 of the Civil Code. Its function is further governed in the constituent act and the subsequent Presidential Decree.
Another type of association is also Fundraising Committee (FC), which is an association of at least five natural persons that has acquired legal personality and aims to collect money or objects through fundraising or celebrations or other similar means in order to become eligible of certain public benefits (art. 122 Civil Code).
The Greek Constitution is the primary source of law regarding the formation of associations.
In addition to that, the following legal acts regulate their work:
Greek Civil Code – governing the creation and functioning of the associations in Greece.
Law N° 4172/2013 adjusts the income taxation of associations.
According to the Civil Code, a society is formed by a written constituent act (art. 63), signed by at least 20 natural persons (art. 78). The members express their will to form a Society in the document.
Pursuant to that, the members draft the society’s Statute that contains the rules that govern its function and organisation. All members must sign the Statute.
In order to form a foundation, there are two important elements: a constituent act and State approval (via a Presidential Decree). Concerning the registration of a foundation, the constituent act can either take the form of donation or inheritance. In both cases, it must be prepared in written; in the case of donation, there must be a notarial document and in the case of inheritance there must be a written will. Both acts set the purpose of the Foundation, its assets and details regarding its organisation.
Concerning the registration of an association (of society-type) after the Statute is signed by all members, the Court of First Instance will examine whether all the legal conditions for its establishment have been met (art. 80). If no irregularities are identified, the Court validates the Statute and orders the registration of the society in the Public Record of Associations kept in every Court of First Instance. In addition, the Court orders the publication of the statute’s summary (official announcement of the Court) – which contains the name of the Society, its purpose, registered office, names of the members – and, thus, the Society acquires legal personality (art. 74, 81, 83).
Depending on the purpose of the association (of foundation-type), the relevant Ministry examines the legality and the purpose of the association and approves its creation by issuing a Presidential Decree that is published in the Government Gazette. The Presidential Decree can further amend or complement the details regarding the organisation of the Foundation. After its publication, the association acquires legal personality.
The associations (of FC-type) are governed by the special provisions of the articles 122-127 of the Civil Code along with the general provisions of articles 61-77 of the Civil Code. Its function is further shaped by the constituent act and the subsequent Presidential Decree. For its creation, there must be a constituent act, meaning a written agreement between at least five persons, in which they declare their will to create an association. Then, the Ministry of Health and Welfare examines the constituent act, and if all the legal requirements are met, a Presidential Decree is issued and published in the Government Gazette. From its publication the FC acquires legal personality (art. 122 Civil Code). The decree establishes the members of the FC, it determines its purpose and headquarters as well as the period of time needed in order for the FC to fulfil its purpose (art. 123 Civil Code).
There is no administrative fee. However, the legal process involves a lawyer and there is minimum fee for the provision of such legal services approved by the Bar Association. The minimum amount is 95 euros plus VAT 24% for the application before the Court of the First Instance and another 95 euros plus 24% VAT for the process itself.
Greek associations are constituted as entities having full legal personality but a limited responsibility. This means that, personal assets are kept separate from the assets, which are the property of the association. In case of losses or bankruptcy, only corporate assets can be liquidated to satisfy creditors.
In some (rare) cases non-profit entities are set up voluntarily, spontaneously or temporarily without legal personality. In this case there is a joint responsibility of all members who may be asked to intervene with their own personal assets. When the entity has no legal personality, the assets are not legally speaking, “assets of the association”, since the association is based only on a contractual relationship. So, in such cases the assets are joint property of all members; each member has a proprietary share (participation) over each and every asset, corresponding to his respective participation to the entity.
Assets consist of either the contributions of the members at the stage of creation of the association or the assets acquired during the operation of the association through its management. In cases of losses or bankruptcy, personal assets of members may be called together with entities’ assets and liquidated to satisfy creditors.
In general, all associations are bound by the decisions of their governing bodies.
The associations in Greece are legal persons governed by private law. In some circumstances, (when the state is involved and the association has a public purpose), they are governed by public law.
In some (rare) cases non- profit entities are set up voluntarily, spontaneously or temporarily without legal personality. In this case there is a joint responsibility of all members who may be asked to intervene with their own personal assets.
There is no general and clear definition of public interest in Greece, except in the financial/ banking or account field where public interest refers to the legitimate need for investors to have access to reliable financial information, financial data, audit reports, balance sheets, and others.
A natural person may become member of an association (in the cases of the societies), either by signing its constituent act (founding member) or later upon his or her request to join as a member (art 86, 89). The acquisition of membership is free, which further means that no one can either be forced to join a society or be denied membership. As a consequence, a person may lose membership status if it leaves voluntarily. However, in cases of unacceptable behaviour detrimental to the interests of the Society or in case of breach of the Statute’s provisions, a member may be expelled by a decision of the General Assembly or the Disciplinary Board (if any). In addition, membership is lost due to death of the natural person or dissolution of the Society (art. 87, 88).
Additional economic activities are allowed in public interest, provided that they do not go against any principles of ethics and public morality. They should not contravene the law, undermine the public order or put in danger national interests or national security. The entity’s Board is fully accountable and liable for all decisions taken.
The members are not entitled to receive any profit which is expected to be re-invested in the social activities of the association (in public interest) losses.
According to the provisions of the Civil Code and the Society’s Statute, the most fundamental bodies in every Society are the General Assembly and the Board of Directors.
The General Assembly is the most important body of the Society. It has general competence over every affair that has not been attributed to another competent body. Its function is governed by both the Civil Code and the Society’s Statute. The main responsibilities of the Assembly are the election of the members of the administration (the Board), decisions related to the entry or expulsion of a member, the preparation of strategies and annual plans, the approval of the balance sheet, the decision and the amendment of the Statute of the Society and the dissolution of the Society (art. 93-97).
The Board of Directors/Trustees consists exclusively of members of the Society that are Greek nationals. However, the Statute may allow the participation of either foreigners - if that facilitates the purpose of the Society- or non-members. The Board of Directors is the executive body of the entity. It manages the Society’s affairs and represents it in and out of Court. The body is also liable for any actions against third parties.
Additionally, other bodies may exist if expressly provided in the Statute. The most common example is the Disciplinary Board. This is a committee competent for examining cases of members’ misconduct. This body has the power to impose sanctions or to expel members if found responsible for misconduct. In the absence of such a body, the relevant powers belong to the General Assembly.
The associations operate under the aegis of the article 23 of the Greek Constitution which ensures public protection and supervision to social actions supporting public interest objectives.
Supervisory authorities are not only the Government and its Technical cabinets but also the most relevant and more directly involved Ministries such as:
the Ministry of Employment and Social Affairs;
the Ministry of Economy and Competitiveness;
the Ministry of Culture;
Education and longlife learning, the Ministry of Industry;
Enterprises and Maritime Affairs and other specialized executive Agencies and public authorities (National Agency for Volunteering etc )
The accounting of associations is regulated by Law 4308/14. Under article 1 para 2 of the aforementioned law all types of associations that have non-profit character are obligated to keep accounting records (if generating revenues from business activities) and submit them to the Ministry of Economy and Competitiveness.
Associations without additional revenues are not required to keep accounting records. However, they must have regular record- keeping books, as stipulated by the Greek Civil Code and their statute.
In practice the resources and assets occur from state/EU/institutional funding, donations (monetary or in kind), and membership contributions (as stipulated in the statute) and economic activities. The management of such assets is part of the duties of the Board of Directors or the General Assembly (if stipulated in the statute).
The Civil Code prescribes three different manners for the dissolution of a Society:
“self-dissolution”, following a General Assembly decision. In this case, a quorum of ½ members and a majority 3/4 of the present members is required (art. 103).
“spontaneous dissolution” which occurs if a condition set in the Statute is met, for example if the Society had been set up for a limited time period or if the number of members of the Society decreased to less than ten (art. 104).
“legal dissolution”, i.e. a dissolution following a Court decision upon request of either the administration, the 1/5 of the Society’s members or the supervisory authority (please see section State supervision). Dissolution with court decision may occur if the operation of the Society becomes impossible due to lack of competent number of members, or if the purpose of its establishment was achieved (art. 105). Another possible scenario - if the Society has failed to achieve its purpose or it has deviated from its original purpose.
Finally, the entity can be terminated if it pursues illegal activities going against public order, national security or national interests.
After the dissolution starts the liquidation of the entity. The liquidation is governed by the general provisions of the Civil Code (art.72-77). In this case, an additional requirement is set by art. 106 according to which the assets of the Society cannot be distributed among its members.
Regarding the dissolution of a Foundation, the Civil Code provides that it can take place for the reasons stated in its constituent act or the Presidential Decree (art. 117 Civil Code). Either way, a Foundation can be dissolved if its purpose is fulfilled or abandoned or deemed impossible to be fulfilled, or if the Foundation has altered its purpose, or if the Foundation’s function is illegal and against public moral or Public Order (art. 118 Civil Code).
Finally follows its liquidation, the foundation’s liquidation is governed by the general provisions of the Civil Code as aforementioned.
As stipulated in the Civil Code and the Society’s Statute, the General Assembly and the Board of Directors are in charge of taking the fundamental decisions within the associations in Greece. Responsibilities of the General Assembly are the election of the members of the administration (the Board), decisions related to the entry or expulsion of a member, the preparation of strategies and annual plans, the approval of the balance sheet, the decision and the amendment of the Statute of the Society and the dissolution of the Society, dissolution (art. 93-97).
The tax obligations of the associations in Greece are regulated by the Law 4172/2013. If the associations have additional business activities, the tax rate for this income is 29%, like companies. These provisions apply for tax income which is not generated during the exercise of their non-profit activities.
Non-profit associations are VAT-exempt for the events that they organise for their financial support. However, these events should not be organized more than twice a year. The associations are taxable for their addition economic activities in a similar way to companies.
All associations are obliged to request and obtain a Tax Registry Number (TRN).
In 2017, according to the British Council Report, 2017, (highlighting as well the lack of more recent data), the estimated number of Social solidarity enterprises in Greece (based on the official MoL registry) is between 573 and 673, of them 243 are social cooperatives, limited liability cooperatives and just 27 are civil cooperatives and associations4.
Given that at least 20 members are necessary for the formation of an association at their number together with cooperatives is estimated to 27 (at least), the minimal number of members of the associations in Greece exceeds 500 people (and is likely to be much higher).
As reported by the National Agency for Volunteering in Greece, the biggest share of associations are active in the culture sector (37%), followed by social solidarity (18%), health and social protection (12%) and environment (12%). A small number of associations are operating in the child protection sector5.
According to the British Council Report, 2017, (highlighting as well the lack of more recent data), in 2012 the total revenues of cooperatives, mutuals, social enterprises, not-for-profit institutions, social and solidarity economy organizations, associations (societies) and associations (foundations) is EUR2.5 billion6.
According to the British Council Report, 2017, in 2012 the economic weight of cooperatives, mutuals, social enterprises, not-for-profit institutions, social and solidarity economy organizations, associations (societies) and associations (foundations) is 1.4 % of the Greek GDP7.
According to the British Council Report 20178 most social enterprises employ very few people and a considerable number operate with just members, without any paid employees.
No data available.
Greek Civil Code
L. 4172/2013
L. 4308/2014
Φορολογικές υποχρεώσεις Σωματείων, Antonis Nasopoulos, https://www.e-forologia.gr/cms/viewContents.aspx?id=199275
Adam, S. (2012) Social economy, work integration and social exclusion: the experience of social cooperatives in Greece, Greek PhD Thesis, Thrace: Komotini Democritus University of Thrace.
Adam, S. (2016) “Social enterprises, social and solidarity economy and youth: What role for policy making?”, in Petmezidou, M., Delamonica, E., Papatheodorou, C. &HenryLee, Al. (eds.), Child Poverty, Youth (Un)Employment, and Social Inclusion, The Comparative Research Program on Poverty (CROP), University of Bergen (UiB) / International Social Science Council (ISSC).
Adam, S., Kornilakis, A. & Kavoulakos, K. (2018) The institutional framework of SSE in Greece; the public consultation on Law 4430/2016 and its critical assessment, Thessaloniki: Heinrich Boll Institute.
https://somateia.gga.gov.gr/eggegramena-somateia
Stamatopoulos P. Dimitris, Karavokyris Antonis (2020), “Taxation of natural and legal persons – Analysis Interpretation”, Third Edition, Politeia.
Margaritis M/ Margariti A.(2016), Interpretation of Civil Code and Introduction of Civil Code, Sakkoulas,
Triantos N. (2015), Civil Code – Interpretation per article, 4th edition, Nomiki Vivliothiki
NOMOS Legal Database
ISOKRATIS Legal Database
Study on Volunteering in the European Union Country Report Greece, https://ec.europa.eu/citizenship/pdf/national_report_gr_en.pdf.
Social Enterprises and their ecosystem in Europe: Greece (2020)
“Greece - social and solidarity economy”, 2017, https://www.britishcouncil.org/sites/default/files/greece_social_and_solidarity_economy_report_english_british_council_0.pdf
https://www.taxlaw.gr/en/practice-areas/commercial-law/establishment-of-a-branch-of-a-foreign-ngo-in-greece/
https://www.britishcouncil.org/sites/default/files/greece_social_and_solidarity_economy_report_english_british_council_0.pdf↩︎
https://www.britishcouncil.org/sites/default/files/greece_social_and_solidarity_economy_report_english_british_council_0.pdf↩︎
https://www.britishcouncil.org/sites/default/files/greece_social_and_solidarity_economy_report_english_british_council_0.pdf↩︎
https://www.britishcouncil.org/sites/default/files/greece_social_and_solidarity_economy_report_english_british_council_0.pdf↩︎
https://ec.europa.eu/citizenship/pdf/national_report_gr_en.pdf, p 4.↩︎
https://www.britishcouncil.org/sites/default/files/greece_social_and_solidarity_economy_report_english_british_council_0.pdf↩︎
https://www.britishcouncil.org/sites/default/files/greece_social_and_solidarity_economy_report_english_british_council_0.pdf↩︎
https://www.britishcouncil.org/sites/default/files/greece_social_and_solidarity_economy_report_english_british_council_0.pdf↩︎