Greek Business Law
A Handbook for Businesses and Legal Practitioners
3
Issues in Civil Law
2.3. Non-performance of obligations
to compensate the other party, even if a contract has not been concluded (art.
198, Civil Code).
2.2.3. Formalities
The general rule is that contracts are not subject to any kind of formalities, un-
less the law expressly so requires or the parties have so provided (art. 158, Civil
Code). Certain types of contracts (e.g. on real estate transactions, donations,
etc.) are subject to a particular written form (either a document drafted before
a notary public or a private document signed by the parties). Moreover, several
tax lawprovisions pose formality issues, according towhich contract documen-
tation must be submitted after and/or before signing to the competent tax au-
thorities. Failure to comply with such a formality entails the nullity of the con-
tract [art. 159 (1), Civil Code].
2.3. Non-performance of obligations
2.3.1. Impossibility of performance
The Greek Civil Code treats both initial and subsequent impossibility of per-
formance in the same manner. The general rule is that the debtor who fails to
perform is liable unless he proves that he was not responsible for the impossi-
bility of performance. The critical question, however, is who is to blame for: (a) if
it is the debtor, he is liable to pay damages (arts 335 to 336, 362 to 365 and 382,
Civil Code); (b) if it is the creditor, the debtor is released and may even be able
to demand what had been promised (art. 381 (1), Civil Code); (c) if neither party
is responsible for the impossibility of performance, both are released from the
obligation (arts 336, 363 and 380, Civil Code).
2.3.2. Delay
If the promise can be performed but it has not been in a timely manner, two
questions arise: (a) whether the creditor may demand compensation for the
damage that the delay has caused and (b) whether he may exit the contract
and refuse to accept late performance. A claim for damages for lateness in per-
formance may be brought only if the debtor is in default. For a debtor to be in
default after performance has fallen due, the creditor must make a protest (art.
340, Civil Code), whichmakes default start running unless the debtor can prove
that the lateness of performance is due to circumstances for which he is not re-
sponsible (art. 342, Civil Code). If the contract sets a date for performance, such
a protest is not necessary for default to be brought about (art. 341, Civil Code).
Although putting the debtor in default gives the creditor a claim for damages
for delay, it does not, in principle, release him from the duty to accept perform-
