The term “spin-off company” of a research organization indicates a capital company established for the purpose of commercially exploiting intellectual property (rights or applications) or scientific knowledge generated by the academic or research staff of research organizations. Founded by academic or research staff members of research organizations, with or without participation of third parties, “spin-off companies” or simply “spin-offs” may by law be established only by permission of the parent research organization. The term “research organizations” indicates public- or private-law research centers and higher education institutions.
Spin-off companies may have their registered seat in Greece or another country provided that they establish a branch, office, subsidiary or other establishment in Greece. Spin-offs incorporated in Greece are allowed to later transfer their registered seat in another country. Founding research organizations are not obliged to participate in the spin-off share capital. They may however become partners to spin-offs at a later stage.
The newly established company and the research organization are under obligation to sign a spin-off agreement laying down the terms for licensing intellectual property rights or applications or scientific knowledge, or the terms for transferring said intellectual property rights or applications to the spin-off company, as well as the specific contribution of the research organizations and the consideration to be paid by the spin-off company to the research organization.
Research and academic staff members of research organizations may establish spin-off companies and hold positions of responsibility in them or become partners in existing spin-offs. A research or academic staff member wishing to carry out a specific research activity must mandatorily be granted permission by his/her research organization.
The abovementioned spin-off agreement addresses all employment relationship and dependency aspects for each member with the company. It also lays out the conditions for the granting of rights by the research organization to the spin-off company, the exclusive or not-exclusive exploitation of intellectual property and its results, produced within the spin-off company by its members, etc.