GREEK LAW DIGEST
193 Dryllerakis & Associates Law Firm What are the rights of shareholder(s) that have at least 1/10? The forth threshold of at least 1/10 shareholding confers to shareholder(s) the right to re- quest information about the course of the Company’s matters and its financial situation 12 . Are there any other percentages with specific rights as per L.2190/1920? There are also some other thresholds in the law, such as 2/100. The above percentage gives the right to any shareholder(s) having that percentage to request the annulment of any de- cision of the GMS, taken contrary to the law or the Articles of Association of the Company 13 . Is there any specific right that a shareholder having even one share has according to the law? Any holder of even one share has the right a) to ask (and the Company has the obligation to provide) specific information needed for the factual assessment of the items of the agenda in the GMS 14 ; b) to file a lawsuit to recognize the invalidity of a Decision of the GMS 15 , c) for non listed companies, to request information pertaining to the share capital, the shares. These can be considered as special minority rights, intending to control the controlling majority and the management of the Company, contrary to the rights inherent to the share itself, which are the automatic consequence of the shareholding i.e. the right to participate in the GMS, the voting right, right to receive dividends, right to participate in any increase of the share capital, the right to receive the relative proportion of shares in case of capi- talization of reserves and the right to receive the proportion of its shareholding from the proceed of liquidation of the Company. Are these thresholds fixed or can they be lowered by the Articles of Association of the Company? The Articles of Association can: a) lower both the 1/20 and 1/10 thresholds, but not more than half of it; b) provide additional rights (such as information request) on different per- centages; c) increase the majority needed to adopt decisions in the GMS, thus lowering the percentage of minority shareholders that can block decisions. How can these rights be exercised? The shareholder(s) who wish to exercise these rights have to prove their capacity as share- holder as well as the exact number of shares they own. This can be done for example by depositing the shares (if there are share certificates) to the Company or provide a relevant certificate that these shares are kept in a bank institution or by reference to the sharehold- ers book in case of registered shares which have not been incorporated in titles. Any peti- tion must be addressed to the competent body (the Board of Directors or to the GMS). Is there any put option of the minority shareholders? With the amendment of law 2190/1920 in 2007 the put option right was introduced and kept in law 4548/2018. Actually there are two put options: One versus the Company and one versus 12. Article 141 par. 7 of L.4548/2018 13. Article 137 par. 3 of L.4548/2018 14. Article 141 par. 6 of L.4548/2018 15. Article 138 par. 4 of L.4548/2018
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