Kelemenis & Co. provides strategic legal guidance and support in complex banking and financial transactions, covering the full range of banking, investment and capital market products. The firm has extensive experience in the design and management of bond loans, leveraged acquisitions and investments, project financing and structured finance, and regulatory compliance and supervision in the financial services sector. It advises Greek and international financial institutions, investment funds and corporate groups, supporting demanding financing structures and complex capital market transactions with a focus on risk management and efficient transaction integration.

The firm’s expertise covers:

Project & Fixed Asset Financing

• Structuring and implementation of project finance transactions under Greek law, including bankability analysis and allocation of construction, operational and financing risks
• Financing of infrastructure, real estate and energy projects, including renewable energy and storage projects

Corporate & Structured Finance

• Advisory on corporate lending, structured finance and complex financing arrangements
• Structuring and issuance of bond loans (convertible and non-convertible) in accordance with Law 4548/2018 and applicable Greek legislation

Syndicated & Bilateral Loan Schemes

• Structuring and negotiation of syndicated loan facilities, including intercreditor and subordination arrangements
• Drafting and negotiation of bilateral loan agreements
• Structuring of security packages and negotiation of key financing terms

Leveraged Acquisitions & Investment Financing

• Structuring of leveraged buyouts (LBOs) and acquisition finance transactions
• Advisory on refinancing, recapitalisation and debt optimisation strategies
• Debt/equity structuring, including mezzanine and subordinated financing

Capital Markets, Stock Exchange Transactions & Listed Companies

• Advisory on capital markets and stock exchange transactions, including listings, public offerings, bond issuances and trading of listed securities
• Regulatory compliance of listed companies, including ongoing disclosure, transparency and corporate governance obligations under Law 4706/2020
• Representation and support in regulatory matters before the Hellenic Capital Market Commission

Financial Services Regulatory Compliance

• Advisory on the regulatory framework applicable to supervised entities (credit institutions, investment firms, fund managers)
• Advisory work under CRR/CRD, BRRD, MiFID II/MiFIR, as well as market abuse, prospectus and fund regulation regimes (including MAR, the Prospectus Regulation, AIFMD and UCITS)
• Advising work on the Digital Operational Resilience Act (DORA) and its applicability, including assessment of existing ICT risk management, governance and control frameworks against regulatory requirements

Private Investment & Investment Funds

• Legal support in private equity and venture capital transactions
• Structuring of investment funds and alternative investment vehicles in accordance with Law 4209/2013 and Law 4706/2020

Financing through the Recovery and Resilience Facility (RRF)

• Advisory on structuring and implementation of financing under the Greek Recovery and Resilience Plan
• Compliance with eligibility criteria, state aid rules and funding conditions
• Coordination with financial institutions, investors and public authorities

Debt Restructuring & Distressed Finance

• Advisory on debt restructuring, refinancing and distressed financing situations
• Negotiation with creditors, including bondholders, financial institutions and other stakeholders
• Support in insolvency-related proceedings and restructuring strategies

Support to Venture Capital & Investment Schemes

• Legal support in the establishment, structuring and operation of investment schemes, including alternative investment funds (AIFs), holding companies and other investment vehicles, in accordance with the applicable regulatory framework and particularly Law 4209/2013, Law 4706/2020 and applicable EU legislation
• Structuring and formation of venture capital and private equity vehicles, including Greek venture capital funds (AKES) under Law 2992/2002, as well as alternative investment structures

Investment structuring & transactions

• Structuring and implementation of investment instruments
• Drafting and negotiation of investment documentation

Fund structuring & governance

• Design of governance frameworks for investment vehicles, including investor rights, control mechanisms and minority protection
• Support in the operation of investment committees and decision-making processes