Market Profiles

FII Market Entry Requirements for Greece

RBC IS operates a segregated account structure in this market.

Please refer to 'Market Account Opening Requirements' for information on the market requirements. Clients are requested to refer to the requirements for information purposes only.

For further information or support around accessing this market, please contact your RBC IS representative.

Athens Stock Exchange (ATHEX)
The ATHEX encompasses the Athens Stock Exchange and the Athens Derivatives Exchange.. The Athens Stock Exchange was established on September 30, 1876 and the Athens Derivatives Exchange on August 27, 1999. 

ATHEX operates in the form of a Societe Anonyme company (SA), and is a listed company. 

ATHEX also offers issuing companies the possibility to raise capital. It satisfies investor demand for securities, it enables investors to liquidate their securities and provides the investment public with a benchmark in terms of the current value of their investment.

ATHEX is the official market for shares, rights and bonds trading in Greece, both for the public and institutional investors (bonds are mainly utilised by retail investors as institutional trading is mainly done via the Bank of Greece). It provides the regulatory framework, for conducting transactions and for the dissemination of information from listed companies to the investment public. Transactions in this spot market are traded through ATHEX’s trading system, OASIS (Greek abbreviation for Integrated Automated System of Electronic Transactions).

ATHEX is also the official market for derivatives. In 1997, Law 2533/97 provided the necessary legal framework for the establishment of the formal and organised derivatives market in Greece. The Athens Derivatives Exchange (abbreviated as ADEX) was established on August 27, 1999, with the purpose of supporting the organisation, operation and development of the local derivatives market. 

The range of derivative products traded includes stock and index futures, options, the stock repo and stock reverse repo (the lending and borrowing facility transacted through ATHEX derivatives market in Greece). Please note that according to the law, there is currently no stamp duty or tax on derivatives products.

The trading model for listed shares and bonds at ATHEX determines the mechanism, or matching of orders, for trading executed in the Integrated Automated Electronic Trading System (OASIS) and establishes the method of price determination, prioritisation of orders, as well as the type of information that is available to those participating in the market.

At present, the OASIS system supports all markets of the ATHEX , namely the Main Market, Low Dispersion, Surveillance, Under Deletion, ETFs, Alternative Market, Warrants Market the Fixed Income Market. Forced Sales and EUAs market of the Athens Exchange. Each instrument (share/fixed income) is traded on one market alone. Each market has diverse trading boards differentiated according to the basis of the trading method and the type of orders that are used.

Trading Hours of the ATHEX , Monday to Friday

Trading hours for Derivatives traded products are Monday - Friday, 10:15 - 17:20 local time.

ISIN: Yes.

Other: None.

Hellenic Capital Market Commission (HCMC)
The Hellenic Capital Market Commission (HCMC) is an independent decision making body, in the form of a Public Law Legal Entity operating under the supervision of the Ministry of Finance (MoF). It is based in Athens and its operation is mainly governed by laws 148/67, 1969/91, 2166/93, 2324/95 and 2396/96 3152/2003, 3340/2005, 3371/2005, 3556/2007 and 3606/2007. The HCMC is an active member of the Committee of European Securities Regulators (CESR) as well as the International Organisation of Securities Commissions (IOSCO).

The main objective of the HCMC is to promote the establishment of sound conditions for the operation of the capital market and to enhance public confidence both in the quality of supervision and market behaviour. In order to achieve these objectives the commission sets the general terms and conditions governing the organisation and operation of the capital market and issues instructions on compliance procedures. It also introduces the measures that are useful for ensuring the proper functioning of the market. The legislative framework of the Greek capital market is fully harmonised with the guidelines and directives of the European Union (EU). 

The following capital market entities are supervised by the HCMC:

• investment firms
• mutual fund management firms
• portfolio investment companies
• local custodians
• theStock & Derivatives Exchanges
• the Clearing House
• the Central Securities Depository.

Listed companies on the ATHEX are supervised by the HCMC as far as capital market legislation and conduct issues, as well as corporate governance rules are concerned. 

The members of the board of directors and executive managers of the aforementioned entities have to comply with rules and regulations set by the commission. To this end, Law 3152/2003 transferred the regulatory responsibilities to the MoF and the ATHEX to the HCMC. 

In order to ensure the smooth operation of the capital market, the HCMC is responsible for the introduction and enforcement of rules and regulations concerning the functioning of market systems. A central means to ensure the smooth operation of the capital market is the introduction of mandatory codes of conduct, encompassing the entire range of financial intermediation:

• a code of conduct for investment firms,
• a code of conduct for institutional investors and
• a code of conduct for underwriters.

A central means for exercising prudential supervision of capital market entities by the HCMC is the license authorisation function and the imposition of fit and proper EU standards regarding natural persons. More specifically, licenses for the provision of investment services are granted on terms that secure their use as a 'European passport' in the EU territory. 

Supervision of the capital market entities involves the monitoring of the capital adequacy of brokerage firms and investment firms, the granting of license for increases in their share capital, the monitoring of changes in the composition of the board of directors and senior management of the supervised companies, the assignment of broker representations, and the granting of license for the establishment of subsidiaries by financial intermediaries. In addition, the HCMC monitors the portfolio composition of mutual fund management firms and the portfolio investment companies, and ensures their compliance with transparency rules and regulations.

Bank of Greece (BoG) - The Central Bank
The Bank of Greece (BoG) was established in 1927 and began operations in May 1928 as the central bank of the country, with its head office in Athens and 17 branches nationwide. The BoG forms part of the European System of Central Banks which comprises the European Central Bank (ECB) and the national central banks (NCBs) of all EU Member States. In January 2001 the BoG became a member of the Eurosystem which consists of the ECB and the NCBs of euro area Member States.

The BoG is the issuer and clearing house for government debt securities in the local market, regardless if these are traded over-the-counter market or via the HDAT, MTS, EuroMTS and the ICAP BrokerTec trading platforms.

The enactment, supervision and regulation of primary market dealers, (including the Electronic Trading System), by the BoG falls under the jurisdiction of the committee for supervision and regulation, referred to as "The Committee", whose term of service is two years. The debt market is regulated through Law 2198/1994 and the primary dealer enactment by law 2515/1997. 

The Supervision of Credit and Related Financial Institutions Department (SCRFID) carries out the prudential supervision of credit and financial institutions with the aim of ensuring the smooth operation and stability of the Greek financial system. The legal framework for exercising supervision has been mainly formulated through the transposition of the relevant community legislation, which is consistent with the Basel principles.(L.3601/2007, incorporating in Greek legislation directives 2006/48/EC and 2006/49/EC).

BoG is responsible for granting authorisation for the establishment and operation of credit institutions, as well as for their supervision. The taking up and pursuit of business by credit institutions is mainly governed by Law 2076/92, which was incorporated into Greek banking legislation by the Second Banking Directive (89/646/EEC, as codified by Directive 2000/12/EC), as well as by Law 1665/1951.

BoG's former role of cash clearing agent is now undertaken by TARGET2 direct participants, appointed to act as cash settlement banks on behalf of their clients/local banks. Local banks/custodians use the TARGET2 Ancillary System (T2 AS) to monitor the cash leg of their bonds and equities/derivatives transactions.

Government fixed income securities are in bearer form dematerialised and maintained at BoG’s books in book entry form. Shares are classified into registered and bearer, while both are maintained in book entry form fully dematerialised (since October 1999). As far as equities and securities listed on the ATHEX are concerned. Greece operates on final beneficiary basis, in the sense that the entity stated in the investors’ account in the Dematerialised Securities System (DSS), is the entity entitled to the securities found within the account. Both registered and bearer shares are also classified as common or preferred as stipulated by each issuer’s company statute. 

When listed securities are erased from the board of the ATHEX the issuing company according to its statute and a relevant regulation in force (article 8b of law 2190/1920 as amended and in use) is responsible for issuing such a certificate in order to certify the shareholder’s eligibility.

Since April 2021 there has been an omnibus account structure available in AthexCSD.

EUR

The over-the-counter (OTC) platform of the ATHEXCSD switched to a T+2 settlement cycle on October 6, 2014. DSS was launched on February 18, 2008. The OTC settlement system enables investors to perform OTC transfers by free of or against payment instructions. The settlement cycle for OTC transfers can range between T+0 and T+2 with pre-matching usually taking place on settlement date (SD)-1. OTC transfers can be performed for the following purposes:

• Re-registration (only free of payment)
• OTC Normal trade
• Stock Lending/Borrowing
• Return from Lending/Borrowing
• Collateral
• Collateral Return
• ADR/ETF Creation (free of payment)
• ADR/ETF Redemption (free of payment)
• Fail Rectification

Relevant instructions should be marked as OTC and include the appropriate reason code depending on the purpose of the OTC transfer.

OTC re-registration transactions (i.e. securities transfers of the same beneficiary owner, between different global custodians), can be settled free of payment on any working day instead of the last working day of the month. A recently introduced requirement includes that on the relevant instruction, the end beneficiary on each side must be included and be identical between parties involved. The pricing for OTC re-registrations is a flat fee of EUR 20 per side.

For normal OTC trades (reason code transaction - TRAD), the fee applied is 0.0325%, for each counterpart with a minimum fee of EUR 20 per side for free of payment instructions. An extra EUR 1 is charged per side for against payment instructions and in addition, the 0.2% sales tax is imposed to OTC “transactions” sales instructions, regardless if they settle free or against payment. 

OTC trades for "lending"/"borrowing", "return of lending"/"return of borrowing", "collateral" or "collateral return" are charged a flat fee of EUR 20 per transaction for free of payment instructions, for both lender and borrower. An extra EUR 1 is charged per side for against payment instructions. Specifically for OTC “lending” instructions, a sales tax of 0.2% is also imposed specifically to the lender.

OTC transfers performed for ADR can only be settled free of payment and with a flat fee of EUR 20 per side plus 0.2% sales tax for the seller. OTC for ADR Redemptions or Creations can only be settled free of payment and with a flat fee of EUR 20 per side without tax.

OTC transfers performed for the delayed settlement of an instruction that failed settlement on its original settlement date should include the “Fail Rectification” code. OTC “Fail Rectifications” can be performed free or against payment and should depict the transfer of shares between an intermediary’s custody securities account (linked to the intermediary’s prop account) and the investor/end beneficiary’s custody securities account, for the fulfilment of the on-exchange trade after T+2 (SD). This type of OTC transfers are not taxed and are charged with a flat fee of EUR 20 per side for free of payment instructions, while an extra EUR 1 is charged per side for against payment instructions. As at December 5^th, 2016, these type of transactions can settle only up to 2 business days after the original settlement date (SD+2).

For OTC transfer of Corporate bonds, the charge is based on 0.0325% fee, again for each counterpart plus EUR1 per side only for against payment transactions with minimum charge at EUR 20.

In September 2010, due to the segregation of trading, clearing and settlement/registry functions and the changes performed in the clearing and settlement processes in Greece (Unbundling of Services), the DSS introduced a new functionality within the OTC platform, the OTC-like transfers. These transfers are not pure OTC / off-market transfers but form part of the on-exchange trades, representing the client leg of transactions booked through International Broker Dealers (intermediaries) and not directly via local ATHEX members. OTC-like settlements are charged with a flat fee of EUR 0.50 from the ATHEXClear.

On-exchange instructions (being either the market leg of a turnaround trade or a trade booked by the investor directly via a ATHEX member) are settled by using the standard “analysis” process, described in the Settlement Procedures below. 

In addition, in case any quantities are left in the intermediary’s principal account after completion of the settlement process on SD, the quantities are automatically transferred from the intermediary’s principal account to its linked custody securities account. This process is called “sweeping” and is charged with EUR 0.50 per line of stock per leg. 

The ATHEXCSD calculates all the above mentioned fees (OTC, OTC-like, taxation and analysis) on SD, upon completion of the last settlement cycle invoked (i.e.17:30 local time) while the debit from ATHEX is effected on a monthly basis and specifically on the 3^rd business day of the following month.

In April 2013, a significant corporate event took place concerning the Coca Cola shares, resulting in their dual listing in ATHEX, CREST , with central depository the SIX SIS. A similar event took place in November 2013 resulting in the delisting of Viohalco-Hellenic Copper SA shares from ATHEX and the listing of Viohalco SA/NV shares on Euronext, with dual safekeeping in both the ATHEXCSD and Euroclear Brussels.
At a second stage, i.e. in February 2014 the Viohalco SA/NV shares became dual listed in both ATHEX and Euronext. Cenergy Holdings SA shares then followed and are traded like the Viohalco SA/NV shares. In July 2019, Titan Cement International follows also the dual listing model, same as VIOHALCO and CENERGY. Lastly, in 10 April 2023, Austriacard Holdings AG (AT0000A325L0) have been dually listed
to the Austrian CSD (OeKB) as well as ATHEXCSD.

The OTC “transaction” transfers should be used whenever investors wish to move dual listed shares between the ATHEXCSD and the respective foreign depositories. In this case, the market fees are EUR 8 per settlement and EUR16 per cancellation, collected on a daily basis and specifically on SD + 1.

Equities operations

Trade date (T)/T+1 - Direct Clearing Members - DCMs (local ATHEX members able to perform both trading and clearing for own portfolio and own clientele) or General Clearing Members - GCMs issue a confirmation for the client with the breakdown of the executed order placed on the ATHEX and transfer, through the DSS, the settlement obligation (cash/securities) to the designated subcustodian of their client (either end beneficiary or broker dealer) who submitted the order. This process refers to as shifting and needs to be completed by 20:00 local time on T+1, based on the linkage established between the client’s trading code in OASIS and its settlement Securities Account in the DSS.

By T+1, the ATHEX member-broker who executed the trade on the ATHEX is requested to transmit the transaction contract notes to the custodian of the entity that requested booking of the trade regardless if it was booked as a custody/prop trade booked for own portfolio or as a turnaround trade on behalf of an end client.

The Direct Clearing Member (DCM - local ATHEX member broker) or the General Clearing Member (GCM, acting on behalf of a local or remote plain Trading Member – TM – in the ATHEX) needs to transfer through the Dematerialised Securities System (DSS), the settlement obligation (cash/securities) to the designated sub-custodian of their client who submitted the order. This process is referred to as shifting and needs to be completed by 4 pm local time (soft cut-off time) or by 5.00 pm (final cut-off time) local time on T+2.

Instructions with counterpart a local (or Cypriot) ATHEX member are allocated in the DSS with the relevant trade shifting by the DCM (or Cypriot broker's GCM).

Instructions with counterparty a Remote (non-Cypriot) ATHEX member, or an International Broker Dealer are input in the DSS as OTC-like instructions, since the market practice for the Remote ATHEX member's GCMs is to use the OTC-like facility instead of shifting the allocation to the end beneficiary custodian.

T+1 
Upon receipt of client's instructions, subcustodian compares these instructions against the counterpart's information (broker's contract note in case of trades directly with a local or Cypriot ATHEX member/counterpart's file exchange process in case of trades with foreign ATHEX members and International Broker Dealers), in order to ensure accuracy of the details of the trade before settling it in the DSS system. 

The file exchange process was agreed with peer banks and went into effect on 12 March 2007, replacing the previous practice of pre-matching via telephone calls. This process involves the dispatch of an encrypted excel file of client instructions (quoting those necessary fields for pre-matching) to the respective sub-custodian bank.

Cancellations are handled outside of the scope of this file and constitute exception items along with any other reason that may arise and may hold back a pre-matched instruction.

Operator will review all the shifted trades via the DSS and will link them to its client's own Securities Account (for custody trades) or Principal Account (for turnaround trades). This process is called the analysis process. At this point, on T+1 close of business, all shares that have been analysed are marked for settlement by the system and cannot be moved on T+2 other than for settlement of the related transaction.

The analysed shares appear in the system as expected purchases (in the case of purchases), and blocked deliveries (in the case of sales). The analysis may however be withdrawn from the system (DSS) prior to its closure on T+1. 

Trades analysed in a Principal Account represent the broker leg of the 'turnaround' transaction and need to be complemented by an OTC-like client settlement transfer input in the DSS, representing the client leg of the 'turnaround' transaction. 
It should be noted that DCMs and GCMs have been granted the right by the Central Securities Depository (CSD) to recall a malshifted trade (one that has been alleged to the wrong custodian bank), and reallocate it correctly until T+2 4.00 pm (and the extended 5.00 pm) local time, provided that the client's OASIS trading code is linked to its DSS Securities Account.

T+2 (SD)
All participants (operators) of the ATHEXCSD system (DSS), must ensure that their multilateral net cash obligations, as well as their bilateral obligations (for the client OTC-like settlements) are deposited by 9 am to their designated cash clearing account at the ATHEXCSD clearing bank (Target2 cash system). As such, subcustodian in Greece ensure that the client's account is properly funded. 

The obligations are calculated automatically by the DSS for each participant (operator), being the sum of absolute values of the gross considerations of daily transactions (before brokers’ commissions and trading/clearing fees) as well as the cash (net) amounts of the OTC-like transactions that have been input in the DSS.

This position does not include block trades nor OTC/OTC-like transfers. Block trades and OTCs are calculated by the system separately from standard on-exchange trades. If there are such trades settling on T+2/SD, the DSS provides separate positions, which need to be accounted for individually.

Greece operates on multilateral settlement, adopting the principal of delivery versus payment (DvP). 

On-exchange bilateral settlement is allowed only on the occasions of block trades and also to settle the OTC-like transfers.

Block trades are on-market transactions conducted optionally for gross considerations exceeding EUR 250,000, EUR 400,00 and EUR 500,000 for shares with Daily Average Transaction Value smaller than EUR 25 million, between 25 million and 50 million, and above 50 million respectively. They are displayed on the board of the ATHEX, and are traded through its system (OASIS). They are found in the DSS system with the indication "blocks". The distinction between these trades and standard ones is that in the case of block trades, a potential settlement failure would indicate that it was the trading counterpart who had failed to deliver. Such transactions are settled bilaterally, provided that both parties have met their obligations in total. OTC-like transfers represent the client leg of on-market turnaround instructions. The on-exchange leg is settled multilaterally in the intermediary’s Principal Account and the OTC-like / client leg bilaterally, between the intermediary’s Principal Account and the ordering client custody Securities Account.

Off-exchange settlement is provided by the official OTC platform and transactions are settled bilaterally.

In multilateral settlement, matching cycles run every five minutes, starting from 09:00 local to 19:30 local.

A given trade date (T) may be concluded - but is rarely the case - on the morning of T+3 (by 10:30). This happens because one of the operators may not finally analyse a failed trade on T+2 on the grounds of lack of instructions by the client. In this case, the trade may be bought in on the morning of T+3 (Spot 2 product). The process is concluded through the effect of an outstanding settlement cycle at 10:30 on the morning of T+3, during which the participant at fault will have the opportunity to finally deliver - through actually being bought-in - therefore closing down the respective open trade of some other random participant. 

The steps followed for each cycle are identical and are repeated during the day for as many cycles as the ATHEXCSD will initiate. These steps are:

• Each participant’s net position is monitored, and should there be an obligation to the ATHEXCSD (debit position), the participant’s cash clearing account is debited with their net obligations and the ATHEXCSDs account withTARGET2 is credited respectfully.
• When the funding part of each participant is final, the ATHEXCSD initiates DVP. This means that shares automatically leave one account and are credited under another. This takes place on a multilateral basis for on-exchange trades, meaning that the client who will grant the shares, and the beneficiary who will receive the shares, are not necessarily the counterparts involved in the trading process. On the contrary, the OTC/OTC-like transfers settle bilaterally either DVP/RVP or FOP.
• Although each operator may have covered their cash obligations from the morning of T+2, it is possible that sometime during multilateral settlement, the system executes continuous purchases thus leaving the account with a short cash balance. On this instance, the system will skip settling purchases until it reaches a sale and when that settles (consequently leaving the participant with a balance), the next purchase will be triggered for settlement. The process is repeated for as many times required as to arrive to the net position for each participant.

Settlement of a specific transaction (on-exchange, OTC-like or OTC) is considered complete when all obligations to the ATHEXCSD (cash and securities) have been fulfilled.

Core regime is set out in EU Regulation 236/2012 on short selling.

• Naked short selling is, in general, not allowed.
• HCMC is the relevant competent authority for the Greek market.
• Significant net short positions in shares reaching or falling below the threshold set are subject to notification to the HCMC; the threshold equals to 0.2 per cent of the issued share capital of the company concerned and each 0.1 per cent above that.
• Further, significant net short positions in shares reaching or falling below the threshold set are subject to public disclosure; the threshold equals to 0.5 per cent of the issued share capital of the company concerned and each 0.1 per cent above that.
• Any such notification or disclosure should set out details of the identity of the (natural or legal) person holding the relevant position, the size of the relevant position, the relevant issuer and the date on which the relevant position was created, changed or ceased to be held.
• Notification or disclosure should be made no later than 15.30 (CET + 1) on the following trading day.
• Notifications are submitted to HCMC through the HCMC Net Short Position Platform at https://ssrs.hcmc.gr/. In case of breach by any person, HCMC may impose a fine equal to twice the amount of the benefit arising from such breach or (if such amount cannot be identified) a fine from EUR 1,000 up to EUR 1,000,000.

Turn around trades for equities are possible and are facilitated by the use of the transitory Principal Accounts for intermediaries. The Principal Account bears no ownership entitlements or tax obligations but needs to be linked to the intermediary’s custody (prop) Securities Account and also to the codes used for trading and the respective ATHEX members. This linkage enables the DCMs and GCMs to shift the trade details to the respective custodian for “analysis” in the Principal Account for the on-exchange leg and transfer via the OTC-like function for the client leg.

The use of the Principal Accounts and OTC-like transfers achieves “true turnaround” trades in the market and visibility of all parties involved, i.e. end beneficiary, broker dealer and their local custodians.

Following MiFID and European Code of Conduct requirements, the Hellenic Exchanges (ATHEX) segregated trading, clearing and settlement functions, market members and costs (Unbundling of Services project).

The new process was launched on September 27, 2010 and clearing participants were defined and introduced for the first time in the spot market, since they already existed in the derivatives market.

Specifically, under the new regime, market participants are divided as follows:

• Trading Members (TM): Local or Remote TMs solely performing trade execution onATHEXand have to appoint a General Clearing Member for their clearing functions.
• Clearing Members: DirectClearing Members (DCM), typically local brokers, able to undertake clearing for own transactions and their clients’ transactions and General Clearing Members (GCM) able to undertake third party clearing for local or remote TMs. DCMs and GCMs contribute to the Clearing Fund and are participants of the Clearing House.
• Special Type Custodians/Clearing Agents: They offer custody services for clients acting as intermediaries and are able to operate their Principal Accounts. They are General DSS Operators, able to access the OTC platform and are affiliated members of the Clearing House without any contribution quota obligation.
• Custodians: They offer pure custodian (settlement/registry) services and can be either plain DSS Operators or General DSS Operators (able to also access the OTC platform).

Clearing House
Clearing of transactions on shares, bonds and derivatives that are listed and traded inATHEX , takes place through the company ATHEXClear SA, the Clearing House that was established by ATHEX in July 2010. In the derivatives market ATHEXClear works as a central counterpart of the buyer and the seller and guarantees to both sides the clearing of traded contracts. ATHEXClear also calculates all investors' obligations that arise from their participation in the market (market-to-market), and defines the margins to be deposited by the Clearing Members at an end client level.

In the shares and bonds segments, ATHEXClear has established a CCP-like clearing model, as the concept of full CCP does not exist in the spot market and therefore the ultimate responsibility of the trade lies with the Clearing Members and not the Clearing House. 

Effective February 16, 2015, ATHEXClear participates in the market as a CCP.

In all segments (equities, bonds, derivatives) Clearing Members are divided into DCM also being local trading / ATHEX members and GCM performing third party clearing for local or remote plain trading/ATHEX members (non-clearing members). 

ATHEXClear also manages the Clearing Fund to which all Clearing Members participate.The securities clearing fund has been set to EUR11,175,256for the cash market and EUR7,890,977 for the derivatives market for March 2017.

ATHEXCSD
The ATHEXCSD is a fully owned subsidiary of Athens Stock Exchange (ATHEX)responsible for the settlement of the on-exchange and OTC/OTC-like transactions and for the Dematerialised Securities System (DSS). In DSS, all dematerialised securities are recorded and transfers are monitored through the investor’s and securities accounts kept in DSS. 

The ATHEXCSD is responsible for:

• The settlement of on-exchange and off-exchange (OTC) transactions of securities that are listed on the ATHEX and other activity relevant to the above.
• Registration of the dematerialised securities listed on theATHEX and all transfers, pledges and encumbrances imposed for any cause and any other operation relevant to the dematerialised securities.
• Providing services for dividend collection, coupon payment, securities distribution, mediation in the transfer of rights and any other relevant activity.
• Settlement of transactions executed in theATHEX concerning dematerialised corporate (and government) securities.

Bank of Greece (BoG)
Fixed Income Securities that are issued and cleared/settled via BoG are the Greek State Treasury Bills and Government Bonds. The BoG is the Central Bank. It also serves as an official exchange for trading fixed income securities (through BoG auctions and its HDAT platform), and as mentioned above, is the depository/clearing house for these instruments.

Among BoG’s main responsibilities in the field of clearing and settlement are:

• To act as the clearing house for fixed income transactions executed over-the-counter (OTC), MTS and EuroMTS platforms, and through the local trading platform HDAT.
• The settlement of these trades through its settlement system (BOGS)

T2S platform
BoG completed the migration to the TARGET2-Securities (T2S) platform. Effective June 22, 2015, the settlement instructions shall follow the T2S requirements, including optional and mandatory features.

BIS is an international organisation which fosters cooperation among central banks and other agencies in pursuit of monetary and financial stability. The Committee on Payments and Market Infrastructures (CPMI) uses three common structural approaches, or models, to categorise the links between delivery and payment in a securities settlement system.

Ten Securities settlement batches in DSS and the corresponding cash processing cycles, are run continuously throughout the day. Specifically, the settlement cycles timeline on settlement date is the following:
1st cycle: 9.30-9.45am local time
2nd – 7th cycle: 10.00-10.45am local time followed by cycles invoked every hour
8th cycle: 4.15-4.30pm local time
9th cycle: 4.40-4.50pm local time
10th cycle: 5.00-5.30pm local time and last opportunity for Spot1 buy-in trades and failed trades settlement. Additional are run ones throughout the day depending on market needs.
Securities settle on gross basis and cash settlement is on a net basis at the TARGET2cash system where ATHEX is direct participant. Hence ATHEX Model 1 for OTC/OTC-Like equities (Gross Cash - Gross Securities) and Model 2 for On-Exchange equities (Net Cash – Gross Securities).

Book-Entry: In the dematerialised environment, registration is completed on T+2/SD upon settlement of the on-exchange or OTC trade in the DSS system.

BoG processes ownership changes of government debt through book-entry. Actual registration takes place on the books of the subcustodian as accounts maintained at the BoG are at an omnibus and segregated level per participant and per clients’ residency (Domestic, EU, non-EU)

Physical: Following the dematerialisation of all equities in October 1999, this is no longer applicable.

For equities it is the ATHEXCSD. For bonds, the Greek Gov bonds are bearer.

Same as settlement cycle.

Shareholdings in this market may be required to be disclosed by the beneficial owner, particularly when such shareholdings reach or exceed prescribed disclosure limits. Investors must ensure that they comply in full by reporting such holdings to the appropriate organisations for this market, within the timeframe required. If you have any questions regarding this issue we encourage you to consult your legal counsel.

Failure to comply with the reporting requirements in this market may lead to penalties and / or other sanctions

A - General disclosure requirements
According to Law 3556/2007, art. 9. As amended by Law 4374/2016, the disclosure requirements for all investors are 5%, 10%, 15%, 20%, 25%, 1/3%, 50% and 2/3% of the listed company’s total voting rights.

Furthermore, for holdings reaching/exceeding/descending from 10% of the total voting rights, new disclosure reporting must be made in further multiples of +/- 3% (i.e. a holder of 10% in a company should report the holding when this drops to 7% and conversely when this increases to a 13% and a further 16%).

Law 4374/2016 clarified that the notification requirement covers cases where it is possible to acquire new securities through financial instruments that give this right as well as in cases of cash-settled derivatives.

Furthermore, the number of voting rights shall be calculated by reference to the full notional amount of shares underlying the financial instrument.

Moreover, it was clarified that disclosure requirements apply to a natural person or legal entity when the number of voting rights held directly or indirectly by such a person or entity aggregated with the number of voting rights relating to financial instruments, held directly or indirectly, reaches, exceeds or falls below the thresholds set out in Law 3556/2007.

New disclosure: L.4254/2014 added a new disclosure requirement for investors that directly or indirectly hold voting rights in credit institutions that have been granted financial support by the HFSF (Alpha Bank, Eurobank , National Bank of Greece and Piraeus Bank), when the thresholds set by Law 3556/2007 are crossed, i.e. 5, 10, 15, 20, 25, 1/3 (33.33), 50, 2/3 (66.66) per cent of the respective credit institution’s total number of voting rights. 

Calculation method
The calculation takes into consideration the voting rights held as per L. 3556/2007 excluding those incorporated in warrants, compared to the total voting rights in circulation minus those held by the HFSF.

Entities liable to disclose
Individuals and legal persons that acquire or dispose of, directly or indirectly, participation of voting rights in a listed credit institution that has been granted financial support from the HFSF.

Reporting time frame
According to L.4254/2014, the HFSF should report on a monthly basis any changes in its voting rights percentage it holds in credit institutions as well as the voting rights it holds at the time of disclosure, to the HCMC and the Issuer / credit institution in question. Reporting takes place at the end of the month during which the change has occurred. The Issuer publishes the announcement immediately and in any case within 2 trading days from receipt of HFSF’s disclosure. Based on this announcement, investors who crossed any of the above thresholds should proceed with the disclosure to the HCMC and the Issuer within 3 days from the date the Issuer published HFSF’s holdings.

Any new changes of the above thresholds create a further obligation for notification.

Disclosure obligations arise in connection to issued equity securities carrying voting rights in all circumstances, including the shares represented by ADRs and derivatives products. 

Acquisition or assignment of shareholder’s participation in a listed company, which results in the crossing of a threshold equal to or in excess or less than the annotated tiers, must be reported immediately and in any case the latest by the third day following the trade date (T+2). Investors should bear in mind that ‘delayed’ disclosures may be considered intentional by the Hellenic Capital Market Commission (HCMC) and result to public admonition and/or even penalties (the BoD of HCMC evaluates individually such incidents, although they do not occur often).

According to L.3152/2003, art. 12, as well as L.3556/2007, art. 23, the competent authority for monitoring the observance of rules and implementation of provisions stipulated in L.3556/2007 is the HCMC. In addition, shareholders are obligated to report same announcement to both HCMC and the respective listed company. 

Entities liable to disclose are individuals and legal persons that acquire or dispose, directly or indirectly, participation in a listed company. The obligation to disclose information in connection to pension funds lies with the legal entity (fund manager) that holds the voting rights on behalf of the pension fund or sub-fund. It is also noted, that shares held by a subsidiary company or a controlling entity, will be aggregated with the shares held by the parent or controlling entity. Both the entity registered as lawful owner of record in the ATHEXCSDs books as well as the entity actually controlling the voting rights should proceed with substantial shareholding disclosures.

Obligation to disclose information, as per previous paragraph, irrespective of the percentage of obtained voting rights, has every member of the company’s Board of Directors (BoD) and every senior management executive (Chief Executive Officer, Managing Director) of the company that is also a shareholder of the company. 

It is noted that disclosure information should be published in such a way to ensure that it will be diffused the soonest possible to the widest possible range of public. The listed company should proceed with the publication immediately upon receipt from the investors and, in case of unexpected causes, within two trading days, as per art. 14 of L.3556. The information should be published in electronic and printed mass media of national and pan-European range, as well as in the website of the Athens Exchange.

Reporting takes place through specific disclosure forms, available at HCMC’s websitewww.hcmc.gr . 

Penalties for non-disclosure
The HCMC may proceed to official admonitions or invoke penalties, dependent upon the severity of intent not to disclose shareholding positions.

Law 4374/2016 enhanced the sanctioning powers of the HCMC, including the possibility to suspend the exercise of voting rights of shareholders and holders of financial instruments who fail to comply with the applicable notification requirements, and the publication of decisions for the imposition of sanctions.

Legal entities that do not comply with the requirements of the law could be fined up to EUR10 million or up to 5 per cent of their total annual turnover, or up to two times the amount that was gained or the amount of losses avoided, whichever is greater.

Physical persons who do not comply with the requirements of the law could be fined up to EUR2 million or up to two times the amount that was gained or the amount of losses avoided, whichever is greater.

Law 3461/2006 on Takeover bids

In addition to the above disclosure requirements and in accordance with article 24 paragraph 2 (b) of Law 3461/2006 on Takeover Bids, any natural or legal person acquiring at least 0.5 per cent of the voting rights of either (i) the Offeree Company (being the company which is the subject of a Takeover Bid), or (ii) the Bidder Company, or (iii) any other company the shares of which are offered as consideration on a Takeover Bid, is obliged  to (i)report each such acquisition to the HCMC and (ii) to publicize it to the ATHEX Daily List, along with the following data:

• The volume of such voting rights acquired (i.e. the exact percentage).
• Such acquisition’s price on each acquisition day and
• Any voting rights of such company already held by it.

The above disclosure must be made by no later than the day following any such acquisition. Such obligation also applies for any natural or legal person acquiring such percentage through any other person acting on its behalf, or through any other person acting in coordination with it or through a company controlled by such person as per provisions of art. 3 of law 3556/2007 (i.e. such person holds the majority of voting rights on such company or has the right to appoint or revoke the majority of the members of such company’s BoD, or management or supervision and is at the same time such company’s shareholder, or is shareholder and sole controller of voting rights, under any contractual agreement with the other shareholders of such company).

Non-compliance with the disclosure requirements of Law on Takeover Bids results in a fine up to EUR3 million imposed by the HCMC.

B - Sectorial Disclosures and pre-approval requirements
In addition to the general threshold requirements detailed above there are some sector specific disclosure thresholds as well as pre-approval requirements for some thresholds. If these specific disclosure and pre approval requirements are not adhered to various penalties may be applied. Please see below the main sectorial disclosure requirements:

Mass Media / Local Radio Company / companies that undertake Public Contracts:
Disclosures should be made to public authorities by the shareholder in the case of holding of voting rights of 1% and above. The disclosure should be made to the Transparency Department of the Greek National Radio and Television council. In addition transfer of more than 1% of the share capital must be notified to the same authority.

Brokerage and investment firms: 
With respect to investment services firms (EPEY) a shareholder intending to acquire or transfer such number of shares that its participation in the share capital of EPEY will exceed of fall below the 10%, 20%, 1/3% or 50% of the firm's share capital is obliged to notify the CMC before the transfer and approval must be granted prior to the transfer. 

Credit Institutions 
The disclosure obligations for shareholders wishing to acquire or dispose of shares and reach the threshold limits of 5%, 10%, 20%, and 1/3 or 50% of a credit institution must inform the BoG in advance of his intended participation, providing full details of the percentage to be acquired or disposed. A notification is required for the acquisition of each additional 5% increment up to 33% by a party holding 10% or more of share capital or exercising substantial control over the management of a credit institution. 

Insurance Companies
The disclosure obligations for shareholders wishing to acquire or dispose of shares and reach the threshold limits of 10%, 20%, and 1/3 or 50% for an insurance company registered in Greece, must inform the BoG in advance of his intended participation, providing full details of the percentage to be acquired or disposed. A request for approval is required when a party acquires at least 10% of the voting rights or share capital in an insurance company set up and operating in Greece. A notification is required for the acquisition of each additional 2% increment up to 33% if holding is 10% or more. 

It is noted, that aside from disclosure requirements, listed companies’ regulatory authorities, may require more information from particular shareholders (for example, banks are required by the Bank of Greece, to send a questionnaire for completion to their top ten shareholders). These are not considered disclosure requirements, and are such not included in present.

For Fixed Income instruments, there are no disclosure requirements in place.

Greece is a buy-in market and on-exchange settlement at the ATHEXCSD takes place on a multilateral basis (two pools – one with all the buy trades and one with all deliveries). If a delivery trade is not linked on time to the seller, any random buyer will not be allotted the respective quantity of shares. Official OTC and client leg OTC-like settlement takes place bilaterally via instructions that are input in the DSS by the General Operators / local custodians.

A. On-exchange
If the on-exchange trade has not been settled in the DSS by T+2 (settlement date) at 16:00 (soft market cut-off time) the trade automatically returns back to the Clearing Member (DCM or GCM) that had allocated the trade in the first place. The DCM / GCM have the ultimate responsibility for the trade and, in case of sales, they need to raise the stock to satisfy their obligations to the multilateral settlement. To realise this, they can then proceed to either of the following two options:

• Buy-in mechanism- two products are available, Spot 1 & Spot 2, both carrying the entitlements of the transaction they are about to close on SD. With both products, as far as the initial client is concerned, it is like it was never traded on the ATHEX, and the trade needs to be re-booked.
• Borrow the failing stock via the Clearing House (ATHEXClearSA) through conducting a RA product (Repurchase Agreement). RAs are borrowing products that are entitled to a Restoration Block Trade (RBT). This is merely an agreement to return the borrowed stock with any entitlements incurred, by T+ After this timeframe, the clearing house (ATHEXClear SA) canexercise the right to repurchase the contract used for the failed trade’s coverage.

In the case of purchases, if the DCM (or the GCM's client/trading member) have acquired the stock under their own name, and therefore paid the corresponding consideration, they may via the RBT, return the stock to the original client that wished to purchase in the first place.

Company registrars are finalised by 10:40 on T+4 (SD+1). If the local broker has utilised the STRA option (seeking to restore the original client trade by the ultimate cut-off of T+4), this means that, until the Restoration Block Trade occurs, the original (T) client has not yet delivered stock out of its account, and hence it appears in the registrar’s records as the owner of the stock, and any entitlements which may have occurred.

Only when the RBT is concluded, does ownership of both stock and entailment pass from the original (T) client to the ATHEXClear lender in the registrar’s records.

Charges for Buy-ins: Undertaken by the Clearing Member (DCM or GCM) and can be passed on to the client. In the case of a delayed delivery of shares to the ATHEXCSD, the responsible Clearing Member is burdened with the following penalties:

For outstanding debt exceeding EUR 450,001.00 the penalty imposed to the Clearing Member is equal to 2% of the transaction value.

In order for the Clearing Member not to be suspended from the Clearing function (and its Trading Member from the trading), the above penalties and the respective unfulfilled obligation will have to be paid prior to the start of the trading session on T+4.

If the above are not met, the Clearing Member is immediately suspended from clearing.

1. Client Leg
   If the on-exchange trade has been settled in the DSS by T+2 (settlement date) but forms part of a turnaround trade, then the client leg / OTC-like settlement should also be fulfilled in order for the trade to be ultimately settled in the end beneficiary investor’s account.

Investors acting as intermediaries, i.e. booking trades on behalf of other investors, should maintain Principal Accounts, as described in sections “Turn-around Trades” above. The market leg of the trade is “analysed” in the intermediary’s Principal Account and the client leg of the trade is settled via the OTC-like instructions.

Unless a participant is acting as a GCM, the local market practice is not to proceed with analysis or OTC-like input, unless all instructions (market and client leg) are matched successfully.

In the rare occasion a purchase market leg is settled in the intermediary’s Principal Account however, for unexpected reasons the client leg is not settled by 16:45 local time, any assets left in the intermediary’s Principal Account are automatically swept to its linked custody Securities Account at the end of the settlement process, i.e. at 17:45 local time on settlement day. From this point onwards, the intermediary is considered lawful owner of record and if the final beneficiary investor wishes to receive the shares, the official OTC platform is utilised, by performing an OTC “Fail Rectification” transfer on any day after the original settlement day.

If the intermediary does not go ahead with any of the above options, any assets left in its Principle Account will be automatically swept to its linked custody Securities Account at the end of the settlement process and, from that point on, the intermediary will be considered lawful owner of record.

For securities held in BOGS, transactions that result in a short position and remain pending after the settlement date will be granted an extension of up to seven business days (after the initial settlement day) in order to be settled. If this short position has not been covered after the seven-day extension, a forced tender will take place.

In the Greek Capital Market, the stock lending takes place through the lending market while stock borrowing products are traded through the ATHEX Derivatives Exchange. SBL products can also be traded outside the scope of the Exchange via the OTC facility (described in the “Over-the-Counter” section).

The contracts are available for trading to all market participants, provided they hold a derivatives trading and clearing account.

Following the EMIR implementation in the Greek derivatives market, the on-exchange lending process is taking place by 1 December 2014.

Stock Lending

Stock Lending is facilitated on-exchange, by the use of the Stock Repo, Reverse Stock Repo, and Standardized Repurchase Agreement (STRA) contracts described under “Instruments traded” section above.

OTC securities borrowing/ lending is also available, as described under “OTC” section above.

Stock Lending is also facilitated through the Derivatives market via a repo market stock lending/borrowing offering which allows access to lenders that are not derivatives members. ATHEXClear is the CCP to all such transactions. There is no expiration on the stock lending/borrowing contract and no need for rollovers.

Stock borrowing and lending products can also trade outside the scope of the Exchange via the OTC facility (described in the “Over-the-Counter” section).

Income / settlement for the lender
The daily income for the lender is calculated on a per share basis (on the last working day of the month), based on the total daily interest paid to ATHEX Clear from the corresponding Reverse Stock Repos on the same underlying stock, and the total number of stocks that have been lent.

Income settlement for the lender is performed on a daily basis.

In case of exercise or assignment for a part or the whole of the initial trade the final settlement day corresponding to the position closed occurs on the next working day (T+1).

The lender or the ATHEX Clear can ask to receive back the shares whichever trading day and shares are delivered back at T+3.

• Stock Borrowing (Reverse Stock Repo)

In the case of Stock Reverse Repo contracts, investors may only borrow stocks from the ATHEX Clear in order to cover short selling positions on the ATHEX. Investors with open positions in this contract receive the underlying stocks and are obligated to pay daily interest to ATHEX Clear and provide the required margin.

Underlying stocks for Reverse Stock Repo contracts are the stocks that belong to the Big Capitalisation Market Segment and constitute an underlying asset or participate in an index constituting an underlying asset of derivatives admitted to trading in the ATHEX.

Trade Delivery date
The trade delivery date is the next working day (T+1) following ATHEX Clear’s confirmation that the client has covered their margin obligations.

Exercise of the Repurchase or Sell Back Right 
Both the ATHEX Clear and the buyer (borrower) may exercise their repurchase or sell back rights arising from the contract, respectively, during any trading day through the electronic trading system.

Delivery date for exercise or assignment
Where the buyer exercises the sell back right, shares are transferred to the seller (ATHEX Clear) on the day of the exercise (T+0), with the pre-condition that the shares are available in the buyer’s securities account. 

Where the seller (ATHEX Clear) exercises repurchase rights to the buyer, shares are transferred to the seller (ATHEX Clear) four trading days following the exercise day (T+4). In both cases part or the whole number of open contracts may be exercised or assigned. If none of the two counterparties (buyer or ATHEX Clear) exercises his right, then the contract matures within six months from the trade date of the contact. In such a case, the investor has the right to re-new his position. 

Daily Cost for the Buyer
The daily cost for the buyer is calculated on a per share basis, based on the closing price of the underlying stock (S) on the previous trading day and the trading price (P) of the transaction.

Cost Settlement
The settlement is performed on a daily basis. The morning of each trading day the buyer is obliged to pay the cost for all calendar days since the previous trading day.

Margin
All open position in the Reverse Stock Repo contract are evaluated on a daily basis at a specific percentage of the official closing price of the underlying stock. The total negative margin that is calculated is netted against margin obligations arising from margin requirements due to positions in other derivative products, per clearing account.

The rules and regulations of the ATHEX Clear allow for the use of stocks as collateral for coverage of the margin requirements, according to the list of the ATHEX Clear. 

The ATHEX Members Guarantee Fund, which is the oldest Guarantee Fund in Europe (established 1954), was fully restructured in 1997 in order to comply with the EC Directive for Investor Compensation Schemes. Currently, the Guarantee Fund is a not for profit private company, which is governed by the HCMC. The Guarantee Fund is directed by a seven-member board of directors (BoD). The president of the fund is appointed by the HCMC. Five members of the BoD are elected by general meetings of the Guarantee Fund’s members and the seventh member is the president of the association of members of the ATHEX (SMEXA).

As of December 2012, the fund amounts to approximately EUR 53 million. The purpose of the fund is to provide compensation to the principals (investors) and counterparts of the ATHEX in the event of an imminent stock exchange's member default (Directive 93/22).

It is financed by four different types of contributions of the ATHEX members (initial, ordinary, supplementary and extraordinary contributions) and is supervised by the HCMC.

According to Article 11 of Law 3756/2009, the initial contribution of each fund member may vary from EUR50,000 to EUR500,000 per different types of legal entities.

Letters of guarantee can be used to cover up to 50 per cent of each member's ordinary contribution while the rest 50 per cent must be covered in cash.

Supplementary and extraordinary contributions take place only on special occasions, where extraordinary risks are encountered.

The fund is activated in cases of a member's final and irrevocable default. The amount of the compensation is equal to the smallest amount between:

• The total claim of the principal and counterpart members, as specified by the relevant decision of the Guarantee Fund
• The amount of EUR30,000 or more, which will be specified by the Ministry of Finance's decision, following EC relevant recommendation, for all the investment services covered

In the event of insufficiency or over-sufficiency of the fund and upon request, the HCMC may approve to increase the participation for members or return the funds to them accordingly.

The Clearing Fund was established in September 2010, according to par.1 E.2, art.2.2, part 2, section VII of the Clearing and Settlement Rulebook, due to the enforcement of the Unbundling of Services and the introduction of third party clearing in the spot market. It replaced the former Supplementary / Auxiliary Fund, established in 1997 to protect the market immediately from any disturbances in the clearing cycle that might be caused by member default. 

As of March 2017, this fund amounted to approximately EUR 11.17 million for cash market and EUR 7.89 for derivatives market. The fund was established according to law 2471/97 and as per the recent HCMC decisions, the new Clearing House (ATHEX Clear S.A.) has been approved as the new administrator and custodian of the Clearing Fund. Its purpose is to cover the debts towards the Clearing Members due to delayed settlement and specifically of the failed delivery of securities or cash. 

The contribution of the members is calculated quarterly, based on the daily value of their trades. ATHEX Clear activates the fund by decision of the Board of Directors exclusively in cases where, according to the BoD, the failure of the settlement would create a serious disturbance in the market. Failing members must reimburse the fund within three days or the default will be considered permanent and irrevocable. In case of a Clearing Member inability to cover the obligation, the rest of the members are called by the Clearing Fund, to disburse an emergency contribution in order to cover the loss.

On December 12, 2005, the Greek Parliament adopted Law 3424/2005 entitled “Amendments, additions and replacements of provisions of Law 2331/1995 and adaptation of the Hellenic Legislation to Directive 2001/97/EC of the European Parliament and of the Council on prevention of the use of the financial system for the purpose of money laundering and other provisions.” In addition, Law 3691/2008 incorporated the 3rd European Directive on AML/CFT, FATF's recommendations and the provisions of the former law (L 2331/95 & L 3424/05) and its modifications, providing for, inter alia, requirements relating to client identification and verification, reporting suspicion, record keeping, and employee training. The Law also established three new committees aimed at tackling money laundering and economic crime. 

The most significant amendments that Law 3691/08 subsequently underwent were by virtue of Law:

• http://www.bankofgreece.gr/BogDocumentEn/LAW_3875%20_OF_2010.pdf(regarding the criminalization of the terrorist financing offence)
• http://www.bankofgreece.gr/BogDocumentEn/LAW%203932_OF_2011.pdf(regarding the structure of the Greek Anti Money Laundering and Counter Terrorist Financing Authority and the procedures for freezing the assets of persons, groups or entities subject to targeted financial sanctions).

The Greek market is fully compliant with all Anti-Money-Laundering regulations.

This is an FII market. Please contact your RBC Investor Services' Client Manager before making portfolio investments.

For Initial Public Offerings (IPOs) all investors must maintain DSS account through their custodian bank. These accounts must be established prior to trading.

Acquisitions of domestic companies' shares by foreign investors are regulated according to the country of origin of the investors. Under Greek legislation, there are certain restrictions/prohibitions regarding foreign investment, specifically aviation, banking and finance, mass media, mining, real estate, telecoms, as well as utilities (electricity, water) and companies of national strategic importance, monopolies and past monopolies which applies particularly to issuers owning or controlling or managing national infrastructure networks (Public Power Corporation -DEH, national water company - EYDAP, Greek telecom -OTE) that undertake public contracts. The restrictions/prohibitions do not necessarily fall within the conditions that any entity investing in these areas must have its own shares registered up to a natural person level. Where a subscriber intends to carry out a securities transaction where restrictions apply it is strongly encouraged to seek for separate legal advice.

Limitations to shareholding:
Any transfer or possession of 1% or more of the voting rights of a mass media company or a company undertaking public sector contracts, should be notified to the Transparency Department of the National Radio and Television council. 

When an investor intends to acquire 5% (or more) of the voting rights in a credit institution, approval should be obtained by the Bank of Greece (BoG). Same applies for holdings that reach, exceed the thresholds of 5%, 10%, 20%, 33% and 50%. When holdings or fall below the above thresholds, only a notification to BoG is needed.

There are also limitations that impose restrictions to foreign institutional investors including, but not limited to, the Shipping, Airline, Brokerage and Insurance companies. These constitute sectorial limitations that are applicable only to each sector’s classified companies, whether listed or non-listed. These limitations are scattered in local law and are therefore very difficult to monitor. 

Aside from the regulation that relates to listed companies, there is also regulation/legislation on companies in general (listed and non-listed) that stipulates additional obligations for particular activities depending on the company’s sector. The provision of this additional information may affect the outcome of the particular activity that the company seeks to undertake (Main Shareholder Law L.3310/2005). These requirements are not concentrated in a common legislation and hence cannot be properly monitored. Additionally, companies have the right to contact their shareholders and ask for any additional information. For these two main reasons, on such instances both sub-custodians and global custodians act as a "buffer" between the company and the shareholder in that they just transfer information.

For fixed income instruments, there are no restrictions in place.

N/A

There are no FX restrictions in the Greek Market.

Cash settlement - apart from the payments relating to the settlement of trades, there is also the clearing of a clean payment (payment order not relating to financial instrument trading).

Greece is a member of the TARGET 2 payment system and banks operating in Greece participate in the system either as direct or indirect participants.

In Greece overdraft facilities are permitted to cover instances of insufficient funding on an overnight basis.

The issuing company is obliged to send directly to ATHEX an announcement stating the details of the dividend payment, i.e. the record date, ex-date, payment date and the paying bank through which the dividend (or interim dividend) is to be paid in accordance to par.4.1.3.4 of the ATHEX Rulebook. The payment date may be any day within a period of three business days from the dispatch by the CSD of the file listing the dividend beneficiaries in accordance with the specific provisions of the Operating Rules of the DSS. The cash dividend payment takes place at the latest until the fourth working day following the record date. 

According to par. 5.5 of the ATHEX Rulebook, the procedure for the distribution of a dividend by listed companies is as follows:

• The payment of a dividend by listed companies is effected through a credit institution of the choice of the listed company (Paying Bank).
• The total amount of the dividend to be paid is deposited with the paying bank on the date of payment and distributed to beneficiaries in accordance with the data provided by the ATHEXCSD pursuant to the provisions laid down in the Operating Rules of the DSS.
• The depositing and payment of the dividend shall be effected by virtue of a relevant written agreement between the listed company and the paying bank. The issuer shall be obliged to ensure that the depositing of the various dividend amounts by the paying bank with the DSS operators that have been duly authorised by the beneficiaries is completed during the day of payment.

Annual, between April and August, although not all securities distribute dividends each year. Some companies also distribute interim dividends. (Dividend Distribution must be approved by the Ordinary General Meeting of a Company, which as per L.2190/1920, chapter 6, article 25, must take place on a yearly basis maximum six months after the end of the fiscal year).

Annual, semi-annual , quarterly (for Corporate Bonds).

Corporate Bonds: On T+1, one business day after the record date, the CSD credits the total net amount in the custodian’s account at the cash settlement bank and investor’s cash account is credited accordingly with same value date. The Coupon Certificates of the bondholders are also available for printing by the operator. 
Government Bonds: BoG pays interest to the local custodians on payment date according to positions in the BoG’s accounts. Payment is based on settled positions on record date, which is payment date minus one business day.

Existing Bonds (issued up to December 31, 2000) - day convention as referred in original bond issue.

New Bonds (issued on or after January 1, 2001) - Actual/actual.

T-bills (issued on or after January 1, 2001) - Actual/360.

In Greece, there are specific rules that govern the various timeframes depending on the type of event. 

Corporate actions are calculated using the record of investors with balances in their securities accounts in the DSS on the date determined by the issuing company and record date equals actual settlement date.

Ex-Date: one working days prior to the Record Date (the day as of which the subject stock is traded without the entitlement in favour of the buyer, that is the receipt of the product of the corporate action).

Pay Date or Distribution date: the date during which the distribution of the corporate action product will take place. As far as dividends are concerned, that is the date of the payment of the dividends to the stockholders (or in the case of distribution, the date when the new shares deriving from a corporate event are allocated to the investors' accounts in the Dematerialised Securities System).

Entitlement to a corporate event is based on settled position on record date (RD), provided that this trade is ultimately settled on T+2 to the right beneficiary and does not result to a buy-in. The record date is set on one working days following the ex-date. On the record date, the Depository, after the settlement of the transactions of the record date, produces the beneficiaries’ record based on which the corporate actions are conducted and entitlements are delivered. New stock entitlements are reflected in shareholder accounts at the DSS on the due date. The listed company informs the depository about the date of pre-emptive rights cut-off, the record date, the rights listing date in the DSS and the ratio of new shares to old ones. Every investor has as many pre-emptive rights as the shares he already owns on the record date. 

The ATHEXCSD automatically produces the rights, and credits the investor's Securities Accounts.

The transfer of ownership occurs on settlement date for both equities and bonds. Market claims are not common in the Greek market. Furthermore, there are no local regulations or market practice covering market claims in Greece.

Unrestricted voting rights corresponding to the holdings of shares with voting rights, with the exception of Bank of Greece’s stock that does not permit vote from non-EU investors, according to its statute.

The practice of share blocking in order to participate at a general meeting (GM) has been abolished.

Law 3884/2010, introduced the Record Date (RD) rule, which allows only investors that are shareholders on RD to participate in the GM. The register date is defined as the start of the 5^th calendar day prior to the initial GM, regarding both the initial and the repetitive GM, provided that the date of the repetitive GM is no later than 30 days after the date of the initial GM. In the case where the repetitive GM is at a date more than 30 days after the initial GM, the record date is set at the opening of the third calendar day prior to the date of the repetitive GM..

As blocking of shares is no longer required, subcustodian in Greece communicates the final list of entitled shareholders to the issuing company at least 48 hours prior to GM (Market Deadline). 

Please note, that for Cypriot companies that are listed on the ATHEX, there is a record date process, where the instruments appointing the Proxy will have to be deposited at the company at least 48-hours prior to the fixed time for the company’s general meeting.

Details of the Agenda items are usually announced in the Greek language, with the exception of companies listed under the FTSE/ATHEX which are obliged to publish their announcements in the English language, although these are not always published in a timely manner.

Ordinary General Meetings (OGM) must be announced 20 days before the meeting date, while Repetitive General Meetings (RGM) must be announced 10 days prior to the meeting date. New Invitations are not required if the time and place of the RGM's is mentioned in the initial announcement (L.3604/2007 Art 38).The details that must be announced are the invitation, the date, the time, the venue, the resolutions of the agenda, the shareholders who are eligible to participate and the process of participation. (Law 2190/1920 article 26). The agenda is made available electronically through the issuing company's website and in the ATHEX website. Issuers can not change the agenda at short notice after it has been issued, however, through the application of shareholders, representing 1/20 of the paid share capital, the board of Directors of the company is obliged to add resolutions in the agenda of the general meeting, provided that the application is submitted to the Board of Directors at least 15 days prior to the meeting date. The additional resolutions should be published under the Board of Directors' responsibility, at least 7 days prior to the general meeting date. (Law 2190/1920 Article 39 par 2.). 
Also shareholders representing 1/20 of the paid share capital, have the right to request the assembly of a general meeting with a particular agenda. This general meeting will be held a maximum of 45 days after their request to the Board of Directors of the company. (Law 2190/1920 Art 39 par 1.) Law 3884/2010 Art 12 (amendment of Art 39 of C.L.2190/1920).
Shareholders that represent at least 1/20 of the paid share capital have the right to add additional items in the agenda and stipulates the relative timeframe to inform the Board of Directors. The Board of Directors are obliged to publish those additional items provided that the relevant application has been submitted to the Board of Directors 15 days prior to the general meeting. The additional items must be published or notified under BoD’s liability, as per art. 26 of L.2190/1920 and art.47 of L.3604/2007, at least seven (7) days prior to the general meeting. For the listed companies the application for the additional items must be properly justified by a relative report and the updated agenda is published 13 days prior to the general meeting (art. 12 CL 3884/2010).

Meeting results are published on the financial press and the Athens Exchange Daily Official Bulletin. The general meeting results should be published one business day after the completion of the general meeting, (ATHEX rulebook par 4.1.3.3). In addition to the above, the issuer is obliged to publish in detail the GM decisions, results and the details of the GM minutes within 5 days at the latest from the GM date . Law 3884/2010 article 10 (Amendment of article 32of C.L 2190/1920).

Available upon request, ten days before the ordinary General Meeting, as per L.2190/1920, article 27.

As per article 30b of Law 2190/1920, "a bank may vote through shares not owned by it, provided that it is authorised in writing to do so. The authorisation is freely revocable and cannot be provided for a time period longer than 15 months". However, the market practice for most companies is not to require such authorisation. Instead a confirmation clause is included in the authorisation that the subcustodian submits to the company empowering their designated person to vote. This clause states that they represent the clients stated below and that they act as their subcustodian. It must be noted that although this is the market practice, it does not mean that companies have not and will not ask for this authorisation, if they deem appropriate. This is very rare.

Physical presence at GM is no longer required (as stipulated in Law 3884/2010), therefore remote voting and participation via electronic means or correspondence is possible. Up to now no issuing company has taken advantage of this new feature the Law provides. As a result, there is not a clear indication of the exact process that will be followed in this case.

5%

Effective January 1, 2020 the rate of withholding tax will be reduced from 10% to 5% for dividend income and from 15% to 0% for income derived from certain corporate bonds for investors with no permanent establishment in Greece.

The dividends distributed in 2019 but approved by the General Meeting of the company in 2018 are subject to withholding tax 15 per cent.
In the definition of dividends are considered to fall interim dividends, interest from preferred shares, the surplus from mathematical reserves of insurance companies, the distributions from trusts and offshore entities, as well as any amounts paid in any way to the BoD members or administrators and employees from the profits of a Greek legal person or entity. As dividends are also considered to qualify the profits distributed by UCITS, Greek or EU/EEA established or by mutual funds established in third countries.

Exceptions: Dividend taxation does not apply to dividends paid by a portfolio investment company (related to law 3371/2005) or a real estate investment company (REIC - law 2778/1999) or a shipping company operating under law 27/1975, or by EU/EEAUCITS and Greek UCITS of L.4099/2012.

As per Law 4387/2016 and as clarified by Law 4389/2016. The withholding tax on dividend income increased from 10% to 15% as of January 1, 2017.

As per Law 4110/2013, effective January 1, 2014 (Fiscal Year 2013),  the dividends tax rate was decreased to 10% (applicable for dividends approved by General Meetings held from 1 January 2014, onwards).

Effective January 1, 2020 the rate of withholding tax reduced from 10% to 5% for dividend income and from 15% to 0% for income derived from certain corporate bonds for investors with no permanent establishment in Greece.

Tax imposed on interest from deposits, repo transactions, fixed income securities and time deposits is at a flat rate of 15%. (the rate was increased effective 1 January 2013, as per Law 4110/2013. The previous rate was 10%). Repo transactions are only taxed if they are classified as repo transactions, i.e. those transactions that are booked with local treasury offices would be classified as such and taxed accordingly.

The following fixed income transactions for foreign investors are exempted: 

• As per new Law 4254/2014, enforced retroactively on 1 January 2014, interest income on Greek government bonds, which is acquired by legal entities that are not tax residents in Greece and do not have a permanent residency in Greece, is not subject to the withholding taxation of 15 per cent.
• Corporate bonds, provided that a Double Taxation Treaty (DTT) form is timely and accurately submitted, otherwise applicable tax is 15% (effective 1 January 2013, as per Law 4110/2013. The previous rate was 10%)
• Interest on Euro deposits, provided that a bank or a financial institution status can be proven.

From 1 January 2014, CGT applies to resident and non-resident individuals at the rate of 15 per cent. Non-resident individuals are exempted from CGT when a DTT is in place, provided that they submit to the competent custodian the relevant documentation proving their tax residence. In such a case, no zero tax return needs to be filed.

As mentioned above, as regards the documentation that should be provided by individuals, tax residents in one of the below listed countries with which Greece has concluded a DTT, an exemption from The Hague stamp ratification of such documentation is provided by virtue of Circular no Δ. ΟΡΓ. Δ 1172275 ΕΞ 2017 on the condition however that such documents bear the signature, date and where appropriate, stamp of the competent authority of the state that has issued them. These countries are: Austria, Spain, France, Italy, Luxembourg, the Netherlands, Portugal, Turkey, Poland and Greece.

As far as foreign legal entities are concerned, Ministerial Circular (POL) 1032/26.01.2015 clarifies that capital gains from the sale of securities is considered business income and is subject to tax at the rate of 28 per cent for tax year 2019 only if the foreign legal entities have a permanent establishment in Greece. If the foreign legal entities do not have a permanent establishment in Greece, no income tax is due in Greece and no zero tax return needs to be filed.

Subject to CGT are the gains that occurred from the transfer of securities with regards to the following categories:

• Warrants, provided that the individual transferring the warrants holds at least 0.5 per cent of the share capital at the time of the transfer.
• Units in UCITS registered in any country outside Greece, the EU, EEA and EFTA. Non-listed companies: CGT will apply to resident and non-resident individuals at the rate of 15 per cent, unless they are tax resident in a country with which Greece has a DTT, in which case they are not taxed in Greece. CGT applies to transfers of securities taking place from 1 January 2014 onwards, irrespective of when they were acquired.
• Listed shares and other securities (whether Greek or foreign- Government Bonds & Treasure Bills, Corporate Bonds, Derivatives etc.) acquired after 1 January 2009 if the participation in the capital of the company equals or exceeds 0.5 per cent at the time of the transfer as per below cases. The circular clarifies that the FIFO rule will apply.
• Sale of listed shares as of 1 January 2014: The relevant capital gain will be taxable based on the new provisions only if the shares were acquired after 1 January 2009.

The Circular clarifies that exempt from CGT are certain categories of income derived from the transfer of the following securities:

• Units of Greek, EU/EEA/EFTA UCITS
• Greek, EU/EEA/EFTA corporate bonds (and any difference between the nominal value and the purchase value of the bonds at their expiration date is exempt from tax). It is also clarified that the exemption from capital gains on the sale of Greek corporate bonds issued pursuant to L.3156/2003 is still applicable.
• Shares of shipping companies whose income is taxed under the law regulating shipping companies.
• Gains derived from the transfer of listed shares and other listed securities acquired before 1 January 2009 regardless of the extent of the participation in the company’s capital approved by the General Meeting of the company. Gains derived after that date are exempt if the participation is less than 0.5 per cent.

It is also clarified that the non-participation of a shareholder in the capital increase of a company is not considered as a transfer of securities and as such is not taxable.

Also, Law4254/2014, which amended Law 4172/2013, stipulates that non-resident legal entities are explicitly exempted from Capital Gains Tax arising from the transfer of Greek Government Bonds and Greek Treasury Bills.

Capital gain is considered as the difference between the acquisition price paid and the transfer price received, including any expenses directly connected with the acquisition and sale of securities respectively.

• For listed shares, their acquisition and transfer price derives from the documentation issued by the intermediary broker or bank or documentation notified to Hellenic Exchanges – Athens Stock Exchange (ATHEXCSD).
• For non-listed shares, the transfer price is the higher price between the contractual price and the net equity (upon transfer) of the company that issues the shares. The purchase price is the lower price between the contractual price and the net equity (upon transfer) of the company that issues the shares.

For the determination of the acquisition price all business transactions that have taken place up to the date of the transfer of securities are taken into consideration (e.g. split, reverse split etc.). In case of consecutive acquisitions of securities, the acquisition value is considered to be the average value (weighted average price) arising from the total acquisition value of the securities, divided by their number.  In case that the acquisition price cannot be calculated, it is considered as nil. Gains and losses set-off are allowed across all asset classes, rather than certain ones. Relevant loss may be carried forward in the following five years to be set off across all asset classes. In case of legal entities – sellers, as from 1 January 2014 the acquisition cost is determined: as the initial acquisition price (i.e. without further valuations taken into account).

The tax exemption of capital gains arising from the exchange of Greek Government Bonds or Corporate Bonds guaranteed by the Greek State with other securities in the context of the Greek debt restructuring remains in force.

This tax treatment has been also confirmed Ministerial Circular POL. 1174/2017 which was published following the decision for the issuance of Greek State Bonds with a duration from 5 to 24 years and clarified that the capital gains that may arise from the transfer of Greek State Bonds and Treasury bills should be treated as tax exempt

In addition to the above, recently issued Circular E. 2028/11.02.2019 clarified that, in case of establishment or transfer of the usufruct right over shares held by either an individual or a legal entity, article 42 of the Greek Income Tax Code would not be applicable. This is because the consideration paid against such establishment or transfer does not, in principle, constitute income, and therefore is not subject to income tax and special solidarity contribution where applicable. As provided in the Circular, this should be the case only if the transfer is carried out as a single event, without prejudice to the application of article 21 of the ITC on business income. According to paragraph 3 of article 21 thereof, as "business transaction" subject to these provisions, is defined a single transaction and/or transactions systematically carried out in the economic market in pursuit of profit. Every three (3) similar transactions carried out within a six-month period are considered as systematic transactions.

No stamp duty exists in Greece.

Sales tax 0.20% charged to the seller applicable to both on exchange and OTC trades.
Lending tax 0.20% applicable to OTC lending delivery instructions.

Corporate income tax in Greece is levied at a flat rate of 22%, which was reduced from 24% in 2021. The exception is credit institutions: their profit is taxed at 29%.

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• Athex Stock Exchange www.athexgroup.gr
• Bank of Greece www.bankofgreece.gr
• Ministry of Finance http://www.minfin.gr
• Ministry of Economy and Development www.mnec.gr
• Hellenic Capital Market Commission www.hcmc.gr