The dissolution of a company occurs for various reasons. Firstly, either after following a relevant decision of the partners, or, if the company is effective for a fixed period of time, automatically upon the expiration of that period. It can also be dissolved after being declared bankrupt, or following a corresponding court decision, upon the relevant request of a partner, provided there is a significant reason. (articles 764 to 780 of the Civil Code and Law 4072/2012)
All the aforementioned cases concern every type of company, whether it consists of legal entities or natural persons. However, a common question is what happens in the event of the death of the natural person who is the sole owner-partner of the business. According to the provisions of the law, the case of their death constitutes a reason for the dissolution of the sole proprietorship.
However, an additional possibility is introduced with the provision of the law in article 16 paragraph 2 of Law 4919/2022. The article provides for the possibility of establishing a new business, as a continuation of the previous one, which, however, will acquire a new legal form and will be re-registered in the General Commercial Registry (GEMI).
The choice of the company type is at the discretion of the heirs of the deceased. That is, it can take the form of a Public Limited Company (A.E.), a Private Company (I.K.E.), a Limited Liability Company (E.P.E.), and generally all common forms of commercial enterprises.
The capital of the new company will consist of the capital of the inheritance property, which also constitutes an object of joint ownership of the heirs (Civil Code 1884). Unless otherwise specified by the legislation on the joint ownership of co-heirs, the general provisions on joint ownership apply to it (Civil Code 785-805). Therefore, in the new company, the heirs-partners will participate according to their share of the inheritance, which also constitutes their contribution to the company.