On 22 May 2025, the Hellenic Parliament adopted Law 5202/2025 establishing a national screening mechanism for foreign direct investments (FDI) in Greece. Law 5202/2025 (Greek FDI Law) implements Regulation (EU) 2019/452 introducing a control framework for FDI that relates to sectors relevant to national security or public order. The regime distinguishes between foreign investments in sensitive and particularly sensitive sectors, setting out notification requirements, review process, and enforcement measures. 

Notification requirements

The Greek FDI Law establishes different notification requirements for foreign investors that intend to invest in any entity that has been (or is intended to be) established under Greek law or is governed by Greek law (Greek Target), depending on whether the Greek Target is active in sensitive or particularly sensitive sectors. Greek Targets are defined broadly to include any company forms conducting economic activities, such as corporations, partnerships or unions of persons and joint ventures, as well as self-employed individuals.

Notification requirement for FDI in sensitive sectors

The notification requirement for FDI in sensitive sectors includes investments in the energy sector, transportation, healthcare, information and communication technologies, and digital infrastructure. Foreign investors in connection with this type of FDI are:

1. Individuals or undertakings from a non-EU country, or
2. Individuals or undertakings from an EU Member State, if that individual or undertaking is controlled, directly, or indirectly, by any individuals or undertakings from a non-EU country or a non-EU government.

Foreign investments in sensitive sectors are notifiable when (a) they concern at least 25% of participation interests in the Greek Target or (b) pre-existing participation interests are increased to 30%, 40%, 50% and 75%. 

Notification requirement for FDI in particularly sensitive sectors

The notification requirement for FDI in particularly sensitive sectors includes investments in national security and defence (particularly in military technology and dual-use goods), cybersecurity, artificial intelligence, port infrastructure, critical subsea infrastructure, and tourism infrastructure in the Greek borderland. Foreign investors in connection with this type of FDI are:

1. Individuals or undertakings from a non-EU country, or
2. Individuals or undertakings from an EU Member State, if that individual or undertaking  is controlled, directly, or indirectly, by any individuals or undertakings from a non-EU country or a non-EU government, or
3. Individuals or undertakings from an EU Member State, when individuals or undertakings from a non-EU country or a non-EU government hold at least 10% of their participation rights. 

Foreign investments in particularly sensitive sectors are notifiable when (a) they concern at least 10% of participation rights in the Greek Target or (b) pre-existing participation rights are increased to 20%, 25%, 30%, 40%, 50%, 60%, 70%, and 75%.

Portfolio investments from individuals and internal reorganizations are explicitly excluded when the participation rights of foreign investments are not increased, and no additional rights are otherwise obtained. Certain ongoing public procurement procedures and development contracts are also excluded. 

Review process

The review process under the Greek FDI Law is handled by the Interministerial Committee for Control of Foreign Direct Investments (DEEAXE) and the Minister of Foreign Affairs, who is the ultimate decision-maker in case of an in-depth investigation. The initial investigation period (Phase 1) starts upon submission of a complete notification to DEEAXE and may last up to 30 days. The Greek FDI Law also provides for a pre-notification process to confirm completeness. Upon expiration of the 30-day period, DEEAXE shall unanimously clear the transaction or open an in-depth investigation (Phase 2).

Phase 2 may last, in principle, for 90 days but extensions and suspensions of the clock are possible. 30 days upon initiation of Phase 2, DEEAXE shall issue a recommendation to the Minister of Foreign Affairs, either to approve, prohibit or impose conditions on the investment (extendable once for an additional 30 days). The Minister of Foreign Affairs is expected to issue a formal decision within 30 days upon receiving the recommendation. If no decision is made within 60 days, the investment will be automatically approved. In urgent or exceptional cases, decisions may be expedited without full review.   

Penalties

A failure to notify a reportable transaction, or notification after completion, may lead to the imposition of administrative fines ranging from EUR 5,000 to EUR 100,000. DEEAXE may also initiate an ex officio investigation to review the transaction, order the parties to unwind it and take other mitigating measures. 

Fines may also be imposed for failure to submit information, or the submission of false information. In case of exacerbating circumstances such as achieving clearance based on false information or implementing a prohibited FDI the fine may be as high as 2x the value of the investment.

Entry into force 

The FDI screening mechanism entered into force immediately upon publication of the Greek FDI Law in the national gazette (Φ.Ε.Κ. 84/A/23.05.2025). We expect ministerial decisions regarding the imposition of fines and guidelines on the implementation of the regime to follow.