The Complete Legal Package for Seed Financing of a Greek Private Company

Today, we are happy to publish the full package of legal documents required for closing a seed financing round in a Greek Private Company (Ιδιωτική Κεφαλαιουχική Εταιρεία or IKE in Greek). If you have incorporated your company in Greece and are expecting an offer from Marathon, these are the full documents you are going to receive, after you sign the term sheet.

We have tried to provide a set of documents that convey what we believe to be best practice for a seed round in a technology company. We have tried not to reinvent the wheel when it comes to venture capital financing and follow the US National Venture Capital Association standards, adapting these to Greek law requirements.

We are happy to make these documents public in the spirit of our transparent offer to founders. Even if you don’t work with us, you are welcome to use these documents as you see fit; we hope they turn out to be useful to founders, and other market participants alike. To clarify, this post does not constitute legal advice and all parties in any deal should have professional legal representatives.

The full package includes:

• Term Sheet for Greek P.C.
• Subscription and Part Holders Agreement with Appendices
• Articles of Association (in Greek)
• Executive Agreement

In more detail, the Term Sheet for a Greek Private Company adopts our already published model Term Sheet to Greek law requirements. In the original Term Sheet, you will also find footnotes and links providing more context for each term, so that you can get a better understanding of the underlying principles.

These terms have been reflected in full detail in the Subscription and Part Holders Agreement. The Subscription Agreement documents the transaction details (number & price of shares issued). The Part Holders Agreement is arguably the most important document, as it governs the relationship between investors and founders, and sets the legal framework of how the company is run. Its main purpose can be summarized in defining shareholders rights and obligations, outlining management and decision making processes and regulating important matters, such as issuance or sale of shares (parts). The Part Holders Agreement supersedes all other documentation and sets the terms for the Articles of Association, as well as the Executive Agreement and IPR terms.

The Articles of Association is the core document describing how the company is run. The Articles outline the way in which a company operates; from issuing stock shares, paying dividends and auditing financial records to voting rights. This is the only document written in Greek, as it needs to be submitted to the Greek General Commercial Registry (Γ.Ε.ΜΗ.).

Finally, we have included a template for the Executive Agreement. This agreement is signed between the founders and the company and describes the terms of employment of the founders. The document provides the employee with employment-related protections, while at the same time setting out his/her obligations to the Company, such as full-time employment and non-compete.

Βy navigating from the initial term sheet all the way to complete legal documentation, we tried to share the full picture of requirements for a seed round financing in a Greek P.C. We hope these documents will prove both instructive and beneficial for the fast-growing pool of Greek entrepreneurs, and we look forward to seeing them put to good use.