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Renewable Incentives in Serbia Remain Unchanged in 2019 Renewable Incentives in Serbia Remain Unchanged in 2019 | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/December/renewable-incentives-serbia-2019-unchanged.aspxRenewable Incentives in Serbia Remain Unchanged in 2019 Renewable Incentives in Serbia Remain Unchanged in 2019 | News | Karanović & Nikolić string;#05/12/2018<p style="text-align:justify;">The Government of the Republic of Serbia extended the validity of the Decree on Incentive Measures for the Production of Electric Energy from Renewable Energy Sources and High-efficiency Cogeneration of Electric Energy and Thermal Energy (<strong>Decree</strong>) until the end of 2019. It was initially valid until the end of 2018.</p><p style="text-align:justify;">This means that new wind and solar projects, which have not yet obtained the (preliminary) privileged power producer status, may not benefit from incentives for now. On the other hand, new projects using biogas, biomass, small hydroelectric power plants and cogeneration, will be entitled to same incentives as until now.</p><p style="text-align:justify;">The extension made clear that the <a href="https://www.srbija.gov.rs/"><span style="text-decoration:underline;">Government</span></a> has not yet decided how the incentives system will look in the future. Apparently, the Government gave itself a one-year window to decide whether it will stick to the feed-in tariff with some adjustments or will it move towards more market based incentives. </p><p> </p><p> </p><p><em class="ms-rteStyle-Quote">The information in this article does not constitute legal advice on any particular matter and is provided for general informational purposes only.</em></p><p>​</p>
New Partner to Strengthen the Ranks of Karanovic & Partners New Partner to Strengthen the Ranks of Karanovic & Partners | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/November/new-partner-to-strengthen-ranks-karanovic-partners.aspxNew Partner to Strengthen the Ranks of Karanovic & Partners New Partner to Strengthen the Ranks of Karanovic & Partners | News | Karanović & Nikolić string;#30/11/2018<p style="text-align:justify;">Karanovic & Partners is pleased to welcome <a href="https://www.karanovicpartners.com/people/milena-jaksic-papac"><span lang="EN-GB" style="text-decoration:underline;">Milena Jakšić Papac</span></a> as its newest Partner*. </p><p style="text-align:justify;">Milena joined Karanovic & Partners 10 years ago, and she is the head of the <a href="https://www.karanovicpartners.com/expertise/practices/employment"><span lang="EN-GB" style="text-decoration:underline;">Employment practice group</span></a>. During her distinguished career, Milena has demonstrated professional excellence of the highest order and significantly contributed to strengthening our regional practice. </p><p style="text-align:justify;">Apart from her deep commitment to the firm, Milena is also active in several organizations, she is the President of the HR Committee at the <a href="http://www.fic.org.rs/"><span lang="EN-GB" style="text-decoration:underline;">Foreign Investors Council</span></a>, as well as a contributor to a number reputable publications and legal magazines. Milena's expertize is also internationally noted – she is top ranked by all legal directories. </p><p style="text-align:justify;">"For the past decade that Milena has been with us, she has proved to be an outstanding and loyal colleague, and a leader in her field. I am especially glad that the firm got another female partner. I wish Milena the very best of luck", said <a href="https://www.karanovicpartners.com/people/rastko-petakovic"><span lang="EN-GB" style="text-decoration:underline;">Rastko Petaković</span></a>, Managing Partner at Karanovic & Partners.</p><p style="text-align:justify;">Under Milena's leadership, Karanovic & Partners joined <a href="https://www.iuslaboris.com/en-gb/"><span lang="EN-GB" style="text-decoration:underline;">Ius Laboris</span></a>, the world's premier global network of human resources law firms. This comes as a recognition of the quality of work done by our Employment practice group, but also as a great personal accomplishment for Milena.</p><p style="text-align:justify;">We wish Milena all the best as she steps into her new role as Partner.</p><p> </p><p> </p><p>*<em class="ms-rteStyle-Quote">The term "Partner" refers to an independent attorney at law with adequate professional qualifications or standing in the respective jurisdiction in which any such person is a qualified attorney at law.</em></p><p>​</p>
Karanovic & Partners joins Ius Laboris Karanovic & Partners joins Ius Laboris | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/November/karanovic-partners-joins-ius-laboris.aspxKaranovic & Partners joins Ius Laboris Karanovic & Partners joins Ius Laboris | News | Karanović & Nikolić string;#28/11/2018<p style="text-align:justify;">We are proud to announce that Karanovic & Partners has joined Ius Laboris, the world's premier global network of human resources law firms. The Employment practice of Karanovic & Partners in Serbia joined this prestigious organisation to reinforce its international HR advisory services for domestic and international companies.</p><p style="text-align:justify;">"The employment practice of Karanovic & Partners has been advising multinational companies, international organisations and diplomatic missions on the Serbian market for over a decade and joining a global employment law alliance is an important step for us in strengthening the multi-jurisdictional and HR law integrated consultancy approach for our clients." stated <a href="https://www.karanovicpartners.com/people/milena-jaksic-papac"><span style="text-decoration:underline;">Milena Jakšić Papac</span></a>, Head of Employment Practice Group, of Karanovic & Partners.</p><p style="text-align:justify;"><a href="https://www.karanovicpartners.com/people/dragan-karanovic"><span style="text-decoration:underline;">Dragan Karanović</span></a>, a Founding Partner of Karanovic & Partners, commented: "We prepare our lawyers to meet the challenges of increasing pressures in their practice development, as we have been managing some of the largest cases on the market and in the region. The exposure that our employment law experts have through the global Ius Laboris alliance – in terms of know-how, co-operation, global projects and exposure, will have a great impact on the new labour law services offering of our employment law practice."</p><p style="text-align:justify;">Sam Everatt, Executive Director of the global employment law alliance Ius Laboris, added: "The new affiliation is part of the alliance's strategy of strengthening the global footprint in key regions and we are very pleased to welcome Milena and her employment practice team in the Alliance. We have worked with Milena's team on many multinational projects advising on all aspects of employment and labour law and look forward to providing our clients with a stronger presence in Southeast Europe. Milena is also President of the HR committee of the <a href="http://www.fic.org.rs/"><span style="text-decoration:underline;">Foreign Investors Council in Serbia</span></a> and we are sure she will have a leading role in the alliance as well."</p><p style="text-align:justify;"><a href="https://www.iuslaboris.com/en-gb/"><span style="text-decoration:underline;">Ius Laboris</span></a> is the world's largest, integrated alliance of human resources and pensions law firms. It provides clients with highly specialized advice and support worldwide, as well as access to over 1,400 of the world's best human resources law practitioners, based in more than 160 cities in over 50 countries.</p><p>​</p>
Serbia Enacts a New Data Protection Law Serbia Enacts a New Data Protection Law | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/November/serbia-enacts-new-data-protection-law.aspxSerbia Enacts a New Data Protection Law Serbia Enacts a New Data Protection Law | News | Karanović & Nikolić string;#21/11/2018<p style="text-align:justify;">In light of the new EU data protection scheme, shaped by the GDPR, Serbia has enacted a new Data Protection Law on 9 November 2018, with its' applicability postponed for 21 August 2019. The new law was long-awaited: it has been 10 years since the existing law was passed, which was even at that moment already outdated (e.g. it recognized only consent in the written form and almost completely restricted data transfers to non-European countries). </p><p style="text-align:justify;">The new law presents a copy of the GDPR to a large extent – perhaps too large, as the critics of the new law (including the Serbian Data Protection Authority, "<strong>DPA</strong>") argued that the implementation of the GDPR was performed badly, without the much needed harmonization with the Serbian legal framework. In addition, the GDPR's recitals (all 173 of them) were not copied or otherwise implemented in the new law, potentially creating a number of issues in its future interpretation. The new law also failed to regulate certain important data protection aspects, such as video surveillance, which are regulated in the EU via other community and national pieces of legislation.  </p><p style="text-align:justify;">That being said, the new law undoubtedly marks a revolution in the way <a href="https://www.karanovicpartners.com/knevents/Pages/Karanovic-Nikolic-GDPR-Serbia-Presentation.aspx">personal data should be handled in Serbia, similarly to what GDPR did for the EU </a>- and perhaps even more so, since the EU's previous data protection framework was far less outdated then in the case of Serbia. It is rightfully expected to result in an extensive range of adjustment activities performed by Serbian companies, not just legal but also technical and organizational ones, in order to prepare for the comprehensive changes that will be introduced in nine months. </p><p style="text-align:justify;">Some of the most important changes are summarised below.</p><h3 style="text-align:justify;">1.      The scope of the new law</h3><p style="text-align:justify;">The new law will not apply only to the processing of data carried out by Serbian controllers and processors, but also by the ones based outside of Serbia whose processing activities relate to the offering of goods or services (even for free) to or monitoring the behaviour of Serbian data subjects within Serbia. For example, a company outside of Serbia targeting consumers in Serbia will be subject to the new law, which was not the case so far. As a result, a number of these controllers and processors will need to appoint their representatives in Serbia, to be addressed by the DPA and the data subjects on all issues related to processing. </p><h3 style="text-align:justify;">2.      Data processing consent: new forms and stricter requirements</h3><p style="text-align:justify;">As opposed to the existing law, which recognizes only hand-signed consent in the written form - creating significant issues in the digital age, the new law explicitly introduces other forms as well, such as online and oral consent, or consent by other clear affirmative action, provided that the controller is able to demonstrate that the data subject has indeed consented.</p><p style="text-align:justify;">On the other hand, the conditions for obtaining consent have become much stricter – it must be freely given, specific, informed and unambiguous. For example, there is a presumption that consent will not be valid unless separate consents are obtained for different processing operations, where appropriate, and the request for consent - when presented in a written document, must be clearly distinguishable from all other matters, using clear and plain language - i.e. catch-all clauses will not be valid. In addition, consent will not be considered freely given if the performance of a contract is conditional on the consent to the processing of personal data that is not necessary for its performance.</p><p style="text-align:justify;">Consent is not the only legal ground for data processing – others exist as well, such as the performance of the contract, compliance with legal obligations or processing necessary for legitimate interests, and will in fact be used much more often than consent.</p><h3 style="text-align:justify;">3.      New and expanded data subjects' rights  </h3><p style="text-align:justify;">The new law significantly expands the existing right of individuals to receive information about the processing of and access to their personal data. Data controllers must provide transparent information to data subjects in a more comprehensive manner, and in particular must inform data subjects of certain rights - such as the ability to withdraw consent, and the period for which the data will be stored. The information needs to be provided in a concise, transparent, intelligible and easily accessible way, using clear and plain language. However, this will be hard to achieve given the fact that the elements that need to be included in the information are quite excessive, which should be carefully addressed by the companies when analysing and updating their existing information notices.</p><p style="text-align:justify;">In addition, the new law introduces a new right to data portability, and provides additional details concerning the erasure of personal data. The right to data portability gives an individual the right to demand that the controller provides him with his personal data, or to transmit them directly to another controller, in a machine readable format, if the relevant processing was automatic and based on consent or the fulfilment of a contract. The right to erasure binds the controller to erase the data without undue delay upon the individual's request if the personal data is no longer necessary for the purpose of processing, if there is no legal basis for processing - including cases where consent has been withdrawn, or if the data is otherwise processed contrary to the law, and even requires that the controller uses reasonable measures to notify other controllers processing the same data about the received erasure request. </p><h3 style="text-align:justify;">4.      Removal of the database registration obligation</h3><p style="text-align:justify;">One of the important novelties under the new law is the removal of the existing obligation to register personal databases with the DPA, which was mostly ignored so far in Serbia. Under the new law, controllers and processors will only be required to internally maintain the database records and, in certain cases, even that obligation will not apply to companies with up to 250 employees. The maintenance of the Central Register of Databases, established under the existing law, has even been terminated with immediate effect by the new law.</p><h3 style="text-align:justify;">5.      Data Protection Officer</h3><p style="text-align:justify;">The controllers and processors will be required to designate a data protection officer ("<strong>DPO</strong>"), whose primary tasks will be to ensure compliance with the data processing legislation and to communicate with the DPA and the data subjects on all data protection matters. This obligation applies if: (i) the processing is carried out by a public authority, (ii) the core activities of the controller/processor require the regular and systematic monitoring of data subjects on a large scale, or the large scale processing of special categories of personal data - e.g. health data or trade union memberships, or criminal convictions/offences data. </p><p style="text-align:justify;">The DPO may be employed or engaged under a service contract, and in any case must have sufficient expert knowledge. A group of companies may appoint a single data protection officer, provided that he is equally accessible by each company.</p><p style="text-align:justify;">The controllers and processors are required to ensure the DPO's independence in the performance of his tasks, meaning that no instructions may be given to him, that he reports directly to the manager of the controller/processor and that he may not be dismissed or penalised for performing his tasks. </p><h3 style="text-align:justify;">6.      Accountability, data security and privacy by design & by default</h3><p style="text-align:justify;">Same as with the GDPR, the new law introduces burdensome accountability obligations on data controllers, which are required to "demonstrate compliance". This includes their obligation to: (i) implement, maintain and update appropriate technical and organisational measures to ensure a level of security appropriate to the risk - taking into account the state of the art, the associated implementation costs etc., (ii) have in place certain documentation, such as data protection policies and records of processing activities, (iii) implement data protection by design and by default, and, (iv) conduct a data protection impact assessment for processing operations which are considered more of risk to the rights and freedoms of individuals.</p><p style="text-align:justify;">Data protection by design requires the controllers to adopt, as well as maintain and update when needed, appropriate measures - such as pseudonymisation, data minimisation, etc., which will integrate the safeguards necessary for processing. Data protection by default, on the other hand, requires the controllers to adopt measures so that, by default, only the processing which is necessary for the specific purpose will be possible (e.g. that, by default, privacy settings on one's social network profile do not make his data public).</p><h3 style="text-align:justify;">7.      Liberalised data transfer concept </h3><p style="text-align:justify;">The data transfer regime has been completely revamped and liberalised under the new law, which is a much welcomed change from the current overly restrictive concept - which requires controllers to obtain prior approval from the DPA for transfers to non-European countries. The new law explicitly applies to both direct and indirect data transfers, unlike the existing law for which it is not fully clear whether it covers indirect transfers at all.</p><p style="text-align:justify;">Under the new law, controllers will be entitled to transfer personal data abroad if one of the following conditions (amongst others) is met:</p><ul style="text-align:justify;"><li>personal data is to be transferred to a country that ratified the <a href="https://www.coe.int/en/web/portal">Council of Europe</a> Convention for the Protection of Individuals with regard to the Automatic Processing of Personal Data;</li><li>data transfers are performed to a country included on the EU list or the Serbian Government's list of countries providing an adequate level of data protection; </li><li>data transfers are performed to a country which has a bilateral agreement with Serbia regulating data transfers;</li><li>the transfer is based on the standard contractual clauses prepared by the Serbian DPA;</li><li>the transfer is based on binding corporate rules or a code of conduct approved by the Serbian DPA, or on certificates issued in accordance with the new law;</li><li>the Serbian DPA has issued a specific approval for the transfer to be performed on the basis of an agreement between the data exporter and the data importer; and,</li><li>the data subject has explicitly consented to the proposed transfer, after having been informed of the possible risks.</li></ul><p style="text-align:justify;">This should enable much more options for the transfer of data to non-European countries, especially once the DPA prepares the standard contractual clauses - which should be based on the ones approved by the EU Commission. In addition, it is expected that the process of obtaining the DPA's approval for such transfers will be more efficient, and should be completed within 60 days - currently the procedure often lasts for more than one year.</p><h3 style="text-align:justify;">8.      Personal data breach obligations</h3><p style="text-align:justify;">Data breach obligations present a significant novelty introduced by the new law, as they previously existed only for controllers in specific sectors. Under the new law, data controllers will generally be required to document each data breach, as well as to notify the DPA of most of them, without undue delay and, when feasible, within 72 hours after becoming aware of the breach. In addition, data processors will have to notify the controllers of the breach without undue delay.</p><p style="text-align:justify;">If the personal data breach is likely to result in a high risk to the rights and freedoms of individuals, the controller is also required to communicate the personal data breach to the concerned individual as well, without undue delay. However, this does not apply if the controller has implemented appropriate technical and organisational measures - e.g. encryption, which rendered the relevant data unintelligible to any unauthorised person, or if the notification would involve disproportionate efforts, in which case a public communication or a similar measure must be made in order to properly inform the individuals.</p><h3 style="text-align:justify;">9.      Sanctions and enforcement</h3><p style="text-align:justify;">The new law is generally harmonised with the <a href="https://www.karanovicpartners.com/knviews/Pages/2017/04/04/New-European-Data-Protection-Regulation.aspx">GDPR</a> in almost all aspects, with certain local specificities, except with respect to sanctions – the maximal fines which may be imposed on companies are up to approx. EUR 17,000, rather than GDPR's EUR 20 million or 4% of the company's global annual turnover. As before, the DPA is still authorised to issue warnings to data controllers and data processors, order the correction or deletion of the collected data, rectification of other detected irregularities etc., but is now also able to directly fine the controllers and processors in certain situations, with fines in the amount of approx. EUR 850 - currently, only the Court of Offences is entitled to impose fines.  </p><p style="text-align:justify;">However, formally speaking, under the Law on Administrative Procedure, the DPA is also authorised to enforce its orders by threatening the company with a fine of up to 10% of its annual income in Serbia, in case it fails to comply with the order. This is a relatively new option for Serbian authorities that has not yet been tested in practice, to the best of our knowledge.  </p><h3 style="text-align:justify;">What the future brings?</h3><p style="text-align:justify;">Now, it is the controllers' and processors' turn: by the summer of 2019, they will have to ensure the compliance of their data processing operations with the new law, which will not be a quick or easy task. At the same time, the DPA will also have a lot on its plate in order to prepare for the new law, especially with resolving a number of its ambiguities raised during the public debate, preparing the standard contractual clauses, and raising the public's awareness concerning the approaching data protection overhaul. </p><p style="text-align:justify;"> </p><p style="text-align:justify;"> </p><p style="text-align:justify;"><span class="ms-rteStyle-Quote" lang="EN-GB" style="font-family:"times new roman",serif;font-size:10pt;"><span lang="EN-GB" style="font-family:"times new roman",serif;font-size:11pt;">The information in this document does not constitute legal advice on any particular matter and is provided for general informational purposes only.</span></span></p><p style="text-align:justify;"> </p><p>​</p>
Karanovic & Partners to Implement New Terms of Business Karanovic & Partners to Implement New Terms of Business | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/November/karanovic-partners-implement-new-terms-of-business.aspxKaranovic & Partners to Implement New Terms of Business Karanovic & Partners to Implement New Terms of Business | News | Karanović & Nikolić string;#20/11/2018<p style="text-align:justify;">Karanović & Nikolić will change the Terms of Business as of 1 December 2018. For all new engagements executed on 1 December and afterwards, these new Terms of Business will apply. The new Terms of Business will not be available on our website, but will be separately provided to each client. </p><p style="text-align:justify;">In case you need to review any of our previous Terms of Business, please contact us at <a href="mailto:knserbia@karanovicpartners.com">knserbia@karanovicpartners.com</a> and we will gladly provide you with our Terms of Business that were applicable at the requested date.</p><p>​</p>
Precision for Medicine Acquires Argint International Precision for Medicine Acquires Argint International | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/November/precision-for-medicine-acquires-argint-international.aspxPrecision for Medicine Acquires Argint International Precision for Medicine Acquires Argint International | News | Karanović & Nikolić string;#19/11/2018<p style="text-align:justify;">​Karanovic & Partners advised Precision for Medicine, part of the <a href="https://www.precisionmedicinegrp.com/"><span lang="EN-GB" style="text-decoration:underline;">Precision Medicine Group</span></a>, on its' cross-border acquisition of <a href="http://argintinternational.com/"><span lang="EN-GB" style="text-decoration:underline;">Argint International</span></a>. The transaction is part of Precision's global growth plan, and the company's European footprint now includes offices in Edinburgh, Paris, Berlin, Geneva, Budapest, Bucharest, Bratislava, and Belgrade.</p><p style="text-align:justify;">The Karanovic & Partners legal team was led by Partner ⃰ <a href="https://www.karanovicpartners.com/people/milos-jakovljevic"><span lang="EN-GB" style="text-decoration:underline;">Miloš Jakovljević</span></a> and Senior Associate ⃰ and healthcare specialist <a href="https://www.karanovicpartners.com/people/milica-filipovic"><span lang="EN-GB" style="text-decoration:underline;">Milica Filipović</span></a>, with Associates ⃰ <a href="https://www.karanovicpartners.com/people/sava-draca"><span lang="EN-GB" style="text-decoration:underline;">Sava Drača</span></a> and <a href="https://www.karanovicpartners.com/people/srdjan-sijakinjic"><span lang="EN-GB" style="text-decoration:underline;">Srđan Šijakinjić</span></a>. The services performed include general corporate advisory on the Serbian aspects of this multijurisdictional acquisition, legal due diligence and the preparation of the SPA.</p><p style="text-align:justify;">Precision for Medicine supports life sciences companies in the use of biomarkers essential to targeting patients more precisely and effectively. Precision applies novel biomarker approaches to clinical research that take advantage of the latest advancements in science and technology, focusing predominantly on genomics, immune-response assays, global specimen logistics, biomarker analytics, companion diagnostics, and clinical trial execution. Precision for Medicine is part of Precision Medicine Group, with more than 1,450 employees in 25 locations in the US, Canada, and Europe.</p><p> </p><p> </p><p>⃰ <em class="ms-rteStyle-Quote">Independent attorney at law in cooperation with Karanović & Nikolić.</em></p>
Karanovic & Partners Ranked as a Top Tier Law Firm by IFLR 1000 Karanovic & Partners Ranked as a Top Tier Law Firm by IFLR 1000 | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/November/karanovic-partners-top-tier-law-firm-iflr-1000-2019.aspxKaranovic & Partners Ranked as a Top Tier Law Firm by IFLR 1000 Karanovic & Partners Ranked as a Top Tier Law Firm by IFLR 1000 | News | Karanović & Nikolić string;#07/11/2018<p style="text-align:justify;">We are proud to announce that Karanovic & Partners has been once again recognized as a top tier legal practice on the 2019 IFLR 1000's ranking of leading law firms. Covering more than 120 jurisdictions, and with more than 14,000 ranked lawyers, this international legal directory focusses on ranking law firms and lawyers on the basis of financial and corporate transactional work.</p><p style="text-align:justify;">This year, IFLR 1000 has ranked Karanovic & Partners and the lawyers ⃰ as Tier 1 in the Financial and Corporate, as well as Project Development categories. <a href="https://www.karanovicpartners.com/people/milos-vuckovic"><span lang="EN-GB" style="text-decoration:underline;">Miloš Vučković</span></a> and <a href="https://www.karanovicpartners.com/people/darko-jovanovic">Darko Jovanović</a> have been recognized as a Market Leaders, while attorneys at law <a href="https://www.karanovicpartners.com/people/rastko-petakovic">Rastko Petaković</a>, <a href="https://www.karanovicpartners.com/people/marjan-poljak">Marjan Poljak</a>, <a href="https://www.karanovicpartners.com/people/nihad-sijercic"><span lang="EN-GB" style="text-decoration:underline;">Nihad Sijerčić</span></a>, <a href="https://www.karanovicpartners.com/people/dragan-karanovic"><span lang="EN-GB" style="text-decoration:underline;">Dragan Karanović</span></a>, <a href="https://www.karanovicpartners.com/people/dejan-nikolic"><span lang="EN-GB" style="text-decoration:underline;">Dejan Nikolić</span></a> and <a href="https://www.karanovicpartners.com/people/marko-ketler"><span lang="EN-GB" style="text-decoration:underline;">Marko Ketler</span></a> are Highly Regarded. <a href="https://www.karanovicpartners.com/people/milos-jakovljevic"><span lang="EN-GB" style="text-decoration:underline;">Miloš Jakovljević</span></a>, <a href="https://www.karanovicpartners.com/people/maja-jovancevic-setka"><span lang="EN-GB" style="text-decoration:underline;">Maja Jovančević Šetka</span></a> and Ermina Delić Kamenčić are rated as Notable Practitioners, while Leonid Ristev and <a href="https://www.karanovicpartners.com/people/petar-mitrovic"><span lang="EN-GB" style="text-decoration:underline;">Petar Mitrović</span></a> are recognized as Rising Stars. </p><p style="text-align:justify;">"I would like to thank our clients for the trust that they continue to place with us, as well as our team – which is, as ever, committed to excellence. Ambition moves us forward and we will continue to strive to provide the best possible legal service. It is truly an honour to be recognized once again by such a respected legal directory as the IFLR 1000", said Rastko Petakovi<span lang="EN-GB">ć</span>, managing partner at Karanovic & Partners.</p><p style="text-align:justify;"><a href="https://www.iflr1000.com/"><span lang="EN-GB" style="text-decoration:underline;">The IFLR1000 guide</span></a> was first published in 1990, and it ranks leading law firms and lawyers on data based on transactional evidence and peer and client feedback. </p><p> </p><p> </p><p>⃰ <span class="ms-rteStyle-Quote">Senior Partners of or independent attorneys at law in cooperation with Karanović & Nikolić.</span></p>
The Role of Expert Witnesses in Serbia and How Reform Could Improve Efficiency The Role of Expert Witnesses in Serbia and How Reform Could Improve Efficiency | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/October/serbian-law-expert-witnesses.aspxThe Role of Expert Witnesses in Serbia and How Reform Could Improve Efficiency The Role of Expert Witnesses in Serbia and How Reform Could Improve Efficiency | News | Karanović & Nikolić string;#26/10/2018<p style="text-align:justify;">The <a href="https://www.mpravde.gov.rs/en/index.php">Ministry of Justice</a>, <a href="https://www.worldbank.org/">World Bank</a> and <a href="http://www.mdtfjss.org.rs/en/about-us#.W9MNLWZRdaQ">Multi Donor Trust Fund for Justice Sector Support in Serbia</a> organized a conference regarding the role of expert witnesses in the judicial system and the changes which should be taken in order to improve the Law on Expert Witness. The expert witness has a key role in proceedings when specialized facts and complex issues should be analyzed. Therefore, the World Bank conducted a detailed analysis in order to determine the weaknesses and problems that the courts, litigation parties and expert witnesses are facing every day. </p><p style="text-align:justify;">The collected data showed that:</p><ul style="text-align:justify;"><li>Despite the fact that there are more than 5,000 expert witnesses inscribed in the register, in practice there is a deficiency of high quality experts needed for trials – in another words, the appointment into the expert witness profession does not correspond to the real needs of the courts and experts do not have any trainings nor duties to update their knowledge, which affects the quality of their expertise; </li><li>Experienced expert witnesses are more frequently and repeatedly engaged than others by courts which leads to the overburdening of those experts with work and delays in providing the expertise;</li><li>One third of all postponements is related to a breach of deadline for submitting the expertise – it is common practice for expert witnesses to submit their opinion at the hearing, or the payment of expert fees, absence of the expert witness from the hearing etc; </li><li>Judges are not using the available tools to provide that the expertise is submitted the timeframe proscribed in the laws, such as setting the exact date for the submission of the expertise or for imposing monetary fines; </li><li>Judges often give unclear instructions – ones that are too broad or not precise enough; </li><li>Judges do not have adequate capacities to review the expertise; and,</li><li>Judges often request from expert witnesses to answer concerning legal matters but not to establish the matters of facts. </li></ul><p>Having in mind the problems recognized in practice, it was concluded that the Law on Expert Witness needs to be amended in a way as to improve the expert witness' role in the proceedings – which should lead to more efficiency in trials. </p><p>The suggested changes are:  </p><ul style="text-align:justify;"><li>The introduction of trainings for expert witnesses, in order to improve the quality of their work, as well as training for judges for some of the most common expertise; </li><li>The appointment of the expert witness should be organized to connect the real need for expertise and the available supply of experts, including setting out clear and transparent rules for the appointment of the expert witness;</li><li>Managing expert witness' work by courts is key for the efficiency of trials, and the courts should also be supported to dismiss requests for expert witness expertise when they are unnecessary;</li><li>Expert witnesses should engage the trainees who will be trained to become expert witnesses and whose engagement would contribute to the distribution of work into phases (collecting the relevant facts could be done by trainees, while providing the opinion could be done by expert witnesses);</li><li>The parties should further utilize the possibility of engaging new expert witnesses in order to dispute and challenge the submitted expertise or to prepare new expertise. </li></ul><p>However, it appears that we shall have to wait for the new Law on Expert Witnesses to bring us a resolution on these matters.</p><p>​</p>
New Amendments to the Serbian Law on Enforcement and Security New Amendments to the Serbian Law on Enforcement and Security | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/October/new-amendments-serbian-law-on-enforcement-and-security.aspxNew Amendments to the Serbian Law on Enforcement and Security New Amendments to the Serbian Law on Enforcement and Security | News | Karanović & Nikolić string;#19/10/2018<p style="text-align:justify;">​Karanovic & Partners had the opportunity to participate in <a href="https://www.amcham.rs/home.1.html">AmCham's</a> round table and hear first-hand about the Amendments to the Law on Enforcement and Security ("<strong>Law</strong>"), as well as to discuss with the members of the Working Group of the <a href="https://www.mpravde.gov.rs/en/index.php">Serbian Ministry of Justice</a> the problems occurring in practice and their possible solutions. </p><p style="text-align:justify;">The novelties envisioned by the Law are numerous, however, special attention was given to:</p><h3 style="text-align:justify;">Electronic Public Auction</h3><p style="text-align:justify;">This novelty should resolve the weakest link in the enforcement proceedings chain – the bidding procedure which is abused by some "participants". The Electronic Public Auction requires these further steps: </p><ol style="text-align:justify;"><li>A onetime registration on the e-Government website for a symbolic fee.</li><li>The bidding could be done from any location, as long as the bidder is connected to the internet.</li><li>During the bidding proceedings, none of the participants is to be familiar with the bidder's personal data, i.e. every bidder will be assigned a number, so that the bidding is conducted using those numbers and not the names of the participants. Personal data will be disclosed at the time that the Conclusion on Awarding Immovable Property is rendered. This should be a key measure for avoiding corruption and eliminating pressure on the bidders.</li></ol><p style="text-align:justify;">4. As for the bail which needs to be paid after the registration, but prior to the bidding proceedings, the Working Group has not yet determined its amount, but at least 25% of the assessed price of the estate was suggested. Furthermore, the bail should be deposited to the <a href="https://www.nbs.rs/internet/english/">National Bank of Serbia's</a> account. In addition, the bail will not be reimbursed to the bidder, in case of his inactivity during the course of the bidding proceedings or if the highest bidder withdraws from buying the estate. </p><p style="text-align:justify;">To conclude, this novelty should alleviate pressure on the bidders and a public auction sale should become a place where bidders can contest against each other for the property until the highest price is reached. </p><h3 style="text-align:justify;">Legal remedies</h3><p style="text-align:justify;">The Working Group introduced the possibility of eliminating the three-stage decision-making process in the proceedings concerning the Credible Document. </p><p style="text-align:justify;">The Resolution on Enforcement based on the Credible Document could be challenged only with a Complaint. If the Complaint is grounded, the proceedings will continue through litigation. If that is not the case, then the enforcement proceedings will continue.</p><p style="text-align:justify;">Apart from this, one more reason for disputing the Resolution on Enforcement will be added – if the obligation from the Resolution on Enforcement has been fulfilled, which was stipulated in the previous Law. This is because case-law showed that one debt could be collected twice, due to some formal reasons or an unforeseen imperfection of the legal system.</p><h3 style="text-align:justify;">New owner of the mortgaged property marked as an Enforcement Debtor </h3><p style="text-align:justify;">According to the current provisions of the Law, the Enforcement Debtor is a person who gave the Pledge Statement. When the Pledge Statement is recorded with the Cadastre, the property becomes mortgaged and the creditor is entitled to sell the property and settle the debt in case it becomes due. </p><p style="text-align:justify;">Conducting enforcement proceedings was challenged if the mortgaged property changed its owner. Case-law showed that in some situations - in cases when the enforcement debtor is dead, or in bankruptcy or liquidated, the mortgaged property that changed its owner cannot be sold, or the enforcement proceeding itself cannot be initiated. In such cases, the enforcement debtor no longer has the legal capacity to be party to the enforcement proceedings, so the creditor cannot collect the debt by selling the mortgaged property.  </p><p style="text-align:justify;">This gap will be overcome by proscribing that the owner of the mortgaged property is to be marked as an enforcement debtor, instead of the person who gave a Pledge Statement. This solution is seen as justified and fair.</p><h3 style="text-align:justify;">Lease of real-estate not recorded with the Cadastre</h3><p style="text-align:justify;">The proceedings were abused by debtors who ceased enforcement by presenting Lease Agreements on real estate – that is not recorded with the Cadastre, which is the subject of sale. The lease refers to a period of 25 years or more - in one case, the Lease Agreement was concluded for 99 years, which leads to a 99% drop of potential buyers.   </p><p style="text-align:justify;">The solution offered by the Working Group is that the Lease Agreement must be notarized before the Court renders the Resolution on Enforcement. </p><p style="text-align:justify;">To conclusion is that the Working Group recognized the imperfections of the Law and presented appropriate solutions. It is seen as a promising fact that attorneys were consulted regarding the difficulties in practice and had the opportunity to participate in the round table before the proposal of the Law was delivered to the <a href="http://www.parlament.gov.rs/national-assembly.467.html">Parliament</a>. Although this would be the third time in the past few years that the Law is amended, it seems that these changes should bring more certainty to enforcement proceedings.   </p><p style="text-align:justify;"><br> </p><p style="text-align:justify;"><em> </em><em class="ms-rteStyle-Quote">The information in this document does not constitute legal advice on any particular matter and is provided for general informational purposes only.</em></p><p style="text-align:justify;"> </p>
Serbia Starts to Apply MLI and Expands the DTT and SSC Network Serbia Starts to Apply MLI and Expands the DTT and SSC Network | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/October/tax-serbia-applies-mli-dtt-ssc-network.aspxSerbia Starts to Apply MLI and Expands the DTT and SSC Network Serbia Starts to Apply MLI and Expands the DTT and SSC Network | News | Karanović & Nikolić string;#18/10/2018<p style="text-align:justify;">​Serbia signed a Multilateral Convention to Implement Tax Treaty Related Measures to Prevent Base Erosion and Profit Shifting ("<strong>MLI</strong>"). The MLI should prevent the abuse of domestic tax laws and double taxation treaties ("<strong>DTT</strong>"), and its provisions shall be accordingly incorporated into the current DTT signed by Serbia. </p><p style="text-align:justify;">Serbia signed a double tax treaty with San Marino, and conventions on social security ("<strong>SSC</strong><strong>"</strong>) with Romania, China, Russia and Greece.</p><h3>MLI Starts To Apply</h3><p style="text-align:justify;">In order for the amendments of the DTTs provided by the MLI to take place, every country, signatory to the MLI, needs to notify depositaries on its choices of MLI mechanisms which will be binding for that country. Those chosen mechanisms will start to apply three months after the notifications were delivered – on the first day of the following month. </p><p style="text-align:justify;">Serbia notified the depositaries on its choices on 5 June 2018, meaning that the MLI entered into force in Serbia on 1 October 2018.</p><p style="text-align:justify;">The MLI enters into force between the parties to the DTT once the MLI enters into force for both parties to the DTT, where the later date will be considered as the date when the MLI entered into force between both of the parties to the DTT ("<strong>Effective Date</strong>").</p><p style="text-align:justify;">The MLI-amended provisions of the DTTs, regarding <em>withholding taxes</em> for payments to non-residents, will start to apply on the first day of the next calendar year. The provisions of the DTTs amended by the MLI, regarding <em>other taxes, </em>will start to apply within six months as of the Effective Date.</p><p style="text-align:justify;">Since the MLI already entered into force for <strong>Austria, Poland, Sweden, Slovenia and United Kingdom</strong>, the DTTs between Serbia and these countries are considered effectively amended by the MLI as of 1 October 2018. Amendments to the DTTs between Serbia and these countries will start to apply as of 1 January 2019 for withholding taxes for payments to non-residents, and as of 1 April 2019 for other taxes. We expect that the MLI will enter into force with Lithuania and Slovakia during 2019.</p><p style="text-align:justify;">The MLI introduced the following mechanisms:</p><ul style="text-align:justify;"><li><span lang="EN-GB" style="text-decoration:underline;">The income of transparent entities </span>will be treated as the income of a resident of a relevant party, but only to the extent to which such an income may be qualified as the income of a resident of that Contracting Jurisdiction;</li><li><span lang="EN-GB" style="text-decoration:underline;">The income of dual-resident entities</span> will be excluded from any relief or exemption provided by such a DTT, if it is not possible to determine whether the entity is a resident of one of the contracting parties; </li><li><span lang="EN-GB" style="text-decoration:underline;">The implementation of the „Purpose of the DTTs" preamble,</span> in order to stress that the intention of the treaty is to avoid non-taxation or reduced taxation through tax evasion or avoidance;</li><li><span lang="EN-GB" style="text-decoration:underline;">The prevention of treaty abuse,</span> in cases where the purpose of a potentially taxable arrangement or transaction is to avoid taxation under the DTT; </li><li><span lang="EN-GB" style="text-decoration:underline;">Dividends </span>will enjoy beneficial treatment under the relevant DTT if the beneficial owner of the income prove that it met ownership conditions provided by DTT throughout a one year period; </li><li><span lang="EN-GB" style="text-decoration:underline;">Capital gains</span><strong> </strong>from the sale of shares in entities which derive more than 50% of their value from immovable property, located on the territory of a contracting party, shall be taxable on the territory of that contracting party in cases when a 50% threshold is applicable at any time within previous year; and, </li><li><span lang="EN-GB" style="text-decoration:underline;">Anti-abusive rules for PEs and mechanisms against the avoidance of the PE status,</span><strong> </strong>in order to prevent avoidance of the PE status through commissionaire arrangements, specific activity exemptions or by splitting-up of contracts.</li></ul><p style="text-align:justify;">The MLI also introduces new rules on mutual agreement. This agreement allows the entity that considers that the actions of one or both of the contracting parties to the DTT result in taxation which is not in accordance with the DTT, to present its' case before the competent authority of any contracting jurisdiction. Most treaties prescribed that such case was to be presented only before the authority in the state of residence.</p><h3>DTT Signed With San Marino</h3><p style="text-align:justify;">Serbia and San Marino signed a DTT on 16 April 2018 in Belgrade. The Law on the Confirmation of the DTT was published by the <a href="http://www.parlament.gov.rs/national-assembly.467.html">Serbian National Assembly</a> and adopted by the Assembly on 25 September 2018. It is expected that the DTT will start to apply in San Marino from January 2019.</p><p style="text-align:justify;">The DTT introduces a maximum 5% withholding tax rate for dividends paid by a company to its shareholder company directly owning at least 25% of the capital of the company paying the dividends. A maximum of 10% withholding tax rate applies to the payment of dividends, paid to shareholders owning less than 25% of company's capital. Dividends may be regularly taxed in the shareholder's country of residence as well.</p><p style="text-align:justify;">Interests and royalties are generally taxable in the country of residence of the company receiving the interests and royalties. Interests and royalties may be also taxable in the country of residence of the company paying the interests and royalties, but such tax may not be calculated at a rate higher than 10%.</p><p style="text-align:justify;">The DTT follows the principle of the MLI when it comes to the regulation of capital gains tax. If more than 50% of the value of the company is derived from immovable property within 365 days prior to sale, the sale of shares over such a company may be taxable in the country of residence of the company subject to the sale. In all other cases, the sale of shares is taxable in the seller's country of residence.</p><p style="text-align:justify;">Finally, as a consequence of signing the DTT, San Marino will be excluded from the list of countries with a preferential tax regime. </p><h3>New Conventions On Social Security</h3><p style="text-align:justify;">The SSC with <strong>Romania</strong> started to apply as of 1 April 2018. The previous SSC with Romania, dating from 1977, covered only health insurance, while the new SSC covers both health and pension insurance. Under the SSC, employees seconded for work to the other country, as well as individuals conducting their business activity in the other country, stay insured in their home country for the first 24 months of abroad. The insurance period in their home country may be extended for another 24 months upon the mutual agreement of the competent bodies of Romania and Serbia.</p><p style="text-align:justify;">Conventions with <strong>China, Russia and Greece</strong> were also signed recently, and it is expected that they will soon start to apply.</p><p style="text-align:justify;">Serbia and <strong>China</strong> have signed a social security convention on 7 June 2018. SSC is expected to overcome the possible obstacles in correlation to the Serbian and Chinese social security systems and, thus, improve the protection of social security of Chinese expats in Serbia and Serbian expats in China. The SSC prescribes that employees that are seconded to the other country, remain insured in home country for the first 60 months. This period may be extended for an additional 24 months. The convention with China was ratified by the Serbian National Assembly on 26 September 2018. However, China is yet to adopt the SSC, in order to enable its' application.</p><p style="text-align:justify;">Serbia also signed a SSC with <strong>Russia</strong>. The SSC focuses only on contributions for pension insurance and insurance for professional injuries. Under the SSC, employees seconded to the other country, and individuals conducting business activities abroad, remain insured in their home-country for the first 24 months, with possibility of extending that period for an additional 24 months. Serbia ratified the SSC, and Russia's ratification is expected soon to follow.</p><p style="text-align:justify;">Furthermore, Serbia signed a SSC with <strong>Greece</strong>. This SSC covers only the avoidance of double payments concerning the contributions for pension and disability insurance. Employees that are seconded to another country are exempt from paying pension and disability contributions in that country for the first 24 months. This period may be extended by an additional 24 months. Individuals who are conducting business activities in the other contracting country are mandatorily insured in their home-country for the first 12 months of conducting such an activity (the deadline may be extended for an additional 12 months). Individuals who are employed in one country and conduct individual business activities in the other country, remain insured in their country of employment only. The SSC between Serbia and Greece is expected to come into force three months after the parties notify each other on the ratification of the SSC. The parties have not yet notified each other on the ratification of the SSC. However, Serbia ratified the SSC on 29 June 2018, and Greece is expected to follow.</p><p style="text-align:justify;"> </p><p style="text-align:justify;"> </p><p style="text-align:justify;"><span class="ms-rteStyle-Quote"><em>The information in this document does not constitute legal advice on any particular matter and is provided for general informational purposes only.</em></span></p>
Student Workshop: The Law School for Startups Student Workshop: The Law School for Startups | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/October/student-workshop-law-school-for-startups.aspxStudent Workshop: The Law School for Startups Student Workshop: The Law School for Startups | News | Karanović & Nikolić string;#09/10/2018<p style="text-align:justify;">​Responding to the great interest and turn-out after our workshop <a href="https://www.karanovicpartners.com/knevents/Pages/Belgrade-Youth-Fair-Law-School-Startups-Workshop.aspx">"The Law School for Startups"</a> this spring, Karanovic & Partners is pleased to announce a new series of workshops. Organized in cooperation with universities across Serbia, this workshop will be held on different locations throughout this autumn.</p><p style="text-align:justify;">The students will have an opportunity to hear lawyers and legal experts lecture on entrepreneurship and the start-up scene in Serbia and the region. Through interactive workshops, examples and exercises, attendees will have the opportunity to learn about the legal and practical aspects of starting and running a business in Serbia and how we as lawyers can support the clients' business </p><p style="text-align:justify;">Please follow our <a href="https://www.facebook.com/KaranovicPartnersLawFirm/"><span lang="EN-GB" style="text-decoration:underline;">Facebook</span></a> page for more information about the events.  </p>
Trailblazing Serbian Startup Transaction: Nutanix buys Frame for USD 165 million Trailblazing Serbian Startup Transaction: Nutanix buys Frame for USD 165 million | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/October/serbian-startup-transaction-nutanix-buys-frame.aspxTrailblazing Serbian Startup Transaction: Nutanix buys Frame for USD 165 million Trailblazing Serbian Startup Transaction: Nutanix buys Frame for USD 165 million | News | Karanović & Nikolić string;#04/10/2018<p style="text-align:justify;">Karanovic & Partners advised Nutanix, Inc., a leader in enterprise cloud computing from the U.S., on its USD 165 million acquisition of Mainframe2, Inc., also known as <a href="https://fra.me/"><span style="text-decoration:underline;">Frame</span></a>, a Serbian-American start-up and a leader in cloud-based Windows desktop and application delivery. This landmark acquisition – the biggest and most valuable start-up transaction to involve Serbia, was closed on 24 August 2018.</p><p style="text-align:justify;">With <a href="https://www.wsgr.com/WSGR/Default.aspx"><span style="text-decoration:underline;">Wilson Sonsini Goodrich & Rosati</span></a> – a leading U.S. law firm and renowned legal advisor to technology, life sciences, and growth enterprises worldwide, acting as lead counsel, Karanovic & Partners advised the buyer, Nutanix, in this transaction. </p><p style="text-align:justify;">The Karanovic & Partners legal team, led by Senior Partner <a href="https://www.karanovicpartners.com/people/milos-vuckovic"><span style="text-decoration:underline;">Miloš Vučković</span></a> and Partner ⃰ <a href="https://www.karanovicpartners.com/people/goran-radosevic"><span style="text-decoration:underline;">Goran Radošević</span></a>, with the assistance of the firm's Employment and Tax teams - headed by <a href="https://www.karanovicpartners.com/people/milena-jaksic-papac"><span style="text-decoration:underline;">Milena Jakšić Papac</span></a> and <a href="https://www.karanovicpartners.com/people/branimir-rajsic"><span style="text-decoration:underline;">Branimir Rajšić</span></a>, respectively, advised on all Serbian law aspects of the transaction. </p><p style="text-align:justify;">The U.S. based <a href="https://www.nutanix.com/"><span style="text-decoration:underline;">Nutanix</span></a> is a global leader in cloud software and hyperconverged infrastructure solutions, making infrastructure invisible, so that the IT can focus on applications and services that power their business. </p><p style="text-align:justify;">Frame was founded as a cloud workstation platform, providing desktop applications as a service. It was founded in 2012 in the US, by the Serbian IT entrepreneur, Nikola Božinović, and has a subsidiary in Serbia with offices in both Niš and Belgrade.</p><p style="text-align:justify;">To read more about the acquisition, please see Nutanix's press release <a href="https://www.nutanix.com/press-releases/2018/08/02/nutanix-announces-intent-acquire-frame/"><span style="text-decoration:underline;">here</span></a>. </p><p> </p><p> </p><div class="half" style="margin:0px;padding:0px 40px 0px 0px;border:0px currentcolor;width:640px;color:#444444;text-transform:none;line-height:inherit;text-indent:0px;letter-spacing:normal;font-family:"times new roman";font-size:16px;font-style:normal;font-weight:400;word-spacing:0px;vertical-align:baseline;float:left;white-space:normal;box-sizing:border-box;orphans:2;widows:2;font-stretch:inherit;background-color:#ffffff;text-decoration-style:initial;text-decoration-color:initial;"><div style="font:inherit;margin:0px;padding:0px;border:0px currentcolor;vertical-align:baseline;font-size-adjust:inherit;font-stretch:inherit;"><div aria-labelledby="ctl00_PlaceHolderMain_ctl03_label" style="font:inherit;margin:0px;padding:0px;border:0px currentcolor;vertical-align:baseline;display:inline;font-size-adjust:inherit;font-stretch:inherit;"><p style="margin:0px;padding:0px 0px 20px;border:0px currentcolor;text-align:left;line-height:24px;font-family:"times new roman", georgia, serif;font-size:1rem;font-style:inherit;font-variant:inherit;font-weight:inherit;vertical-align:baseline;font-stretch:inherit;"><em style="font:inherit;margin:0px;padding:0px;border:0px currentcolor;vertical-align:baseline;font-size-adjust:inherit;font-stretch:inherit;">⃰<span> </span><span class="ms-rteStyle-Quote" style="margin:0px;padding:0px;border:0px currentcolor;color:#444444;line-height:inherit;font-family:inherit;font-size:inherit;font-style:italic;font-variant:inherit;font-weight:inherit;vertical-align:baseline;font-stretch:inherit;">Independent attorney at law in cooperation with Karanović & Nikolić.</span></em></p></div></div><div style="font:inherit;margin:0px;padding:0px;border:0px currentcolor;vertical-align:baseline;font-size-adjust:inherit;font-stretch:inherit;"><div style="font:inherit;margin:0px;padding:0px;border:0px currentcolor;vertical-align:baseline;font-size-adjust:inherit;font-stretch:inherit;"> </div> </div></div><div class="half" style="margin:0px;padding:0px;border:0px currentcolor;width:640px;color:#444444;text-transform:none;line-height:inherit;text-indent:0px;letter-spacing:normal;font-family:"times new roman";font-size:16px;font-style:normal;font-weight:400;word-spacing:0px;vertical-align:baseline;float:left;white-space:normal;box-sizing:border-box;orphans:2;widows:2;font-stretch:inherit;background-color:#ffffff;text-decoration-style:initial;text-decoration-color:initial;"><div style="font:inherit;margin:0px;padding:0px;border:0px currentcolor;vertical-align:baseline;font-size-adjust:inherit;font-stretch:inherit;"><br class="Apple-interchange-newline"> </div> </div><p>​</p>
Mixed-use Hotels – Montenegro takes a step forward in luxury hotel development Mixed-use Hotels – Montenegro takes a step forward in luxury hotel development | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/September/mixed-use-hotels-montenegro-luxury-hotel-development.aspxMixed-use Hotels – Montenegro takes a step forward in luxury hotel development Mixed-use Hotels – Montenegro takes a step forward in luxury hotel development | News | Karanović & Nikolić string;#14/09/2018<p style="text-align:justify;">Over the years, Montenegro invested significant efforts in the development of the tourism industry, and one could say that it is steadily becoming a go-to destination for those seeking an ultimate luxury Riviera lifestyle. The recent steps taken by Montenegrin legislators show that international trends are well received and recognized by local authorities, this time through the implementation of a new hospitality model – the mixed-use hotel. The mixed-use hotel incorporates hotel and residential features, making it the perfect combination of the two accommodation concepts that have been traditionally present in Montenegro for quite some time.</p><p style="text-align:justify;">In 2018, Montenegro created the legal framework for mixed-use hotels by adopting the new Law on Tourism and Hospitality. This law states that a mixed business model may be performed in a hotel with a minimum of five-stars and with a minimum of 120 accommodation units in the coastal region or on the territory of Podgorica, or a minimum of four stars with a minimum of 60 accommodation units in the central and northern region, except for Podgorica, operating for 12 months at least. </p><p style="text-align:justify;">Nevertheless, the accommodation units may be sold, but the percentage of accommodation units intended for sale may not exceed 50% of the total accommodation capacity of the mixed-use hotel. Exceptionally, in five-star hotels with a minimum of 240 accommodation units in the coastal region and Podgorica or in four star hotels with at least 120 accommodation units in the central and northern region except Podgorica, the percentage of the accommodation units for sale cannot exceed 60% of the total accommodation units.</p><p style="text-align:justify;">Furthermore, the legislators made the mixed-use business model appealing not just to tourists, but also to reputable hotel brands, by stating that the management and maintenance of a hotel may be conferred upon the tourist operators on the basis of a management and maintenance contract. </p><p style="text-align:justify;">It is also important to mention that the hotels which have a license to conduct hospitality business can change their business models into condo or mixed-use business models. Such a change is feasible only in the case of reconstructing an existing single or two-star category hotel in a way to raise its categorization to at least four stars in the northern and central region (excluding Podgorica), and at least five stars in the coastal region and in Podgorica.</p><p style="text-align:justify;">In the end, it remains to be seen whether investors will recognize the trend of mixed-use hotels similarly to the Montenegrin legislators, and decide to make Montenegro even more alluring to future tourists. </p><p style="text-align:justify;"> </p><p style="text-align:justify;"> </p><p style="text-align:justify;"><em class="ms-rteStyle-Quote">The information in this document does not constitute legal advice on any particular matter and is provided for general informational purposes only.</em></p><p>​</p>
Amendments to the Serbian Law on Payment Services Amendments to the Serbian Law on Payment Services | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/September/amendments-serbian-law-payment-services.aspxAmendments to the Serbian Law on Payment Services Amendments to the Serbian Law on Payment Services | News | Karanović & Nikolić string;#14/09/2018<p style="text-align:justify;">​The summer has brought a set of amendments to the existing laws, as well as the adoption of new laws in Serbia's financial sector. This overview focusses on the changes made to the Law on Payment Services (the "<strong>PS Law</strong>"), while additionally the Law on the National Bank of Serbia ("<strong>NBS</strong>") has also been slightly amended, and two new important laws have been enacted: the Law on Consumer Protection in the Distance Selling of Financial Services and the Law on Interchange Fees and Special Rules for Payment Card Transactions ("<strong>IF&PCT Law</strong>").</p><p style="text-align:justify;">The amendments to the PS Law entered into force on 16 June 2018, but they will be applicable as of 17 March 2019, save for the provisions that will apply from the date of Serbia's accession to the EU. The NBS should enact the relevant bylaws for the implementation of the changes until 17 December 2018.</p><p style="text-align:justify;">At the beginning of this year, the NBS published a draft law on the basis of the Directive 2014/92/EU of the European Parliament and of the Council on the comparability of fees related to payment accounts, payment account switching and access to payment accounts with basic features ("<strong>Directive</strong>"). The intention was to ease the administrative procedure of switching accounts between the banks, thereby increasing the market competitiveness and transparency. In the end, the legislators opted to incorporate the mechanisms from the Directive related to the switching of accounts and payment services, generally, into the PS Law while the matters related to interchange fees and the special rules on payment cards have been regulated in the new IF&PCT Law.</p><p style="text-align:justify;">Apart from the said aims and harmonisation with the Directive and the acquis, the amendments are designed to improve the protection of payment service users, intensify the development of non-cash payments and enhance the comprehensibility of basic concepts related to the payment account services. </p><p style="text-align:justify;">The central novelties of the amendments to the PS Law are as follows:</p><ul style="text-align:justify;"><li><strong style="text-decoration:underline;">Introduction of the payment account switching service </strong><strong>­</strong>– Payment service users will no longer be burdened with administrative and time-consuming procedures to change banks (or other payment service providers). Once the user grants authorization to the new bank, the switching process will be conducted entirely between the banks and it will not require further interference of the payment service users. This simplified procedure for payment account switching is aimed to further develop the competitiveness between the payment service providers, and reduce the time and costs for users in this area.</li><li><strong><span style="text-decoration:underline;">Definition of the payment account with basic features</span> – </strong>By unifying the concept of a payment account with basic features, the amendments are aimed to give access to the basic features of a payment account to all payment service users, regardless of their financial standing. This account is defined as an account used for executing payment transactions in dinars. Subject to the applicable anti-money laundering rules, local banks are bound to enable a consumer with a lawful residence in Serbia to open and use a payment account with basic features, if the consumer does not already have such an account. The amendments also expressly ban any sort of discrimination when opening an account for a consumer who lawfully resides in Serbia. The banks will be bound to provide certain prescribed services related to the payment account with basic services free of charge or with reasonable charges.</li><li><strong><span style="text-decoration:underline;">Increased transparency of payment account services / List of representative services </span>– </strong>The NBS will start to publish a list of the most representative services linked to a payment accounts and the fees thereof. This comparative data is intended to help the payment service consumers make an informed decision when selecting a payment service provider. Upon the collection of data from the payment services providers, the NBS will publish on its website comparable data on the fees charged by the providers of payment services (at least) for representative services.</li><li><strong><span style="text-decoration:underline;">Overview of the payments services and fees</span> – </strong>Payment service providers will be bound to prepare an overview of the services and respective fees in line with the list of representative services to be published by the NBS. The overview has to be provided to the payment service user (free of charge) prior to the conclusion of an agreement with a payment service provider. Further, the payment service providers are obliged to deliver annually (and at no cost) to the payment service users the report on all fees charged to them, as well as all interest rates, in relation to the payment account. Exceptionally, this duty applies to users which are not consumers only upon their request. <strong> </strong></li><li><strong><span style="text-decoration:underline;">The amount for which payment service users assume the risk of unauthorized payment transactions decreases to RSD 3,000 (approx. EUR 17)</span> – </strong>The earlier threshold of RSD 15,000 (approx. EUR 125) is now reduced, and the risk of stolen or abused payment cards is now assumed by the payment service providers for all unauthorized payment transactions above RSD 3,000. The NBS also got the authorisation to prescribe an even lower threshold depending on the circumstances.</li><li><strong><span style="text-decoration:underline;">Entrepreneurs entitled to withdraw cash in the amount of up to RSD 600,000</span> – </strong>The amendments enable entrepreneurs (as opposed to individuals only) to instantly withdraw cash in the amount of up to RSD 600,000, free of charge.</li><li><strong>Initial capital threshold for the payment system operator license increases </strong>– Prior to the changes, a general minimum initial capital for payment system operators was EUR 100,000. This threshold has now been increased to EUR 1,000,000.</li><li><strong style="text-decoration:underline;">Prevention of money laundering and terrorism financing </strong>– Licencing procedures for payment institutions shall now include an evaluation of the business reputation of the associates of the applicants, management bodies/persons of payment institutions and its ultimate beneficial owners. These licencing requirements have also been introduced in other laws which regulate financial service providers.</li><li><strong><span style="text-decoration:underline;">Deadlines for the NBS to decide upon the orderliness of the licencing applications</span> –</strong>  Upon the expiry of 15/30 days as of the receipt of the licencing application (depending on the respective licencing procedure), the NBS shall inform the applicant if their application is unduly submitted and how to edit it.  </li><li><strong><span style="text-decoration:underline;">Compliance responsibilities of the banks</span> – </strong>Banks are bound to adjust their business operations and internal acts with the amended PS Law by 17 March 2019, and to harmonize the concluded agreements that regulate services related to payment accounts by 17 February 2019. The harmonization of agreements may also be conducted by way of alignment of the applicable general terms of business. </li></ul><p><br><br> </p><p><em class="ms-rteStyle-Quote">The information in this document does not constitute legal advice on any particular matter and is provided for general informational purposes only.</em></p>
Miloš Jakovljević Shortlisted to Win the 2018 M&A Advisor Awards Miloš Jakovljević Shortlisted to Win the 2018 M&A Advisor Awards | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/September/milos-jakovljevic-shortlisted-win-2018-ma-advisor-awards.aspxMiloš Jakovljević Shortlisted to Win the 2018 M&A Advisor Awards Miloš Jakovljević Shortlisted to Win the 2018 M&A Advisor Awards | News | Karanović & Nikolić string;#12/09/2018<p style="text-align:justify;">We are proud to announce that Miloš Jakovljević, Partner* in the Corporate & Commercial Practice Group of Karanović & Partners, is a finalist for the 17th Annual M&A Advisor Awards in the Legal Professional of the Year category. <a href="https://www.karanovicpartners.com/people/milos-jakovljevic"><span lang="EN-GB" style="text-decoration:underline;">Mr Jakovljević</span></a> is chosen amongst a globally recognized group of esteemed lawyers whose activities set the standard for M&A transactions.</p><p style="text-align:justify;">Organized by the <a href="http://maadvisor.com/index.html"><span lang="EN-GB" style="text-decoration:underline;">M&A Advisor</span></a>, these awards are a way of recognizing the leading dealmakers, professionals, firms and transactions in the fields of M&A, financing, and restructuring since 2002. The award winners will be announced at the 17th Annual M&A Advisor Awards Gala on Tuesday, 6 November at the New York Athletic Club in New York</p><p> </p><p><em>⃰ <span class="ms-rteStyle-Quote">Independent attorney at law in cooperation with Karanović & Nikolić.</span></em></p><p>​</p>
Karanovic & Partners wins the 2018 Euromoney Real Estate Awards Karanovic & Partners wins the 2018 Euromoney Real Estate Awards | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/September/karanovic-partners-wins-2018-euromoney-real-estate-awards.aspxKaranovic & Partners wins the 2018 Euromoney Real Estate Awards Karanovic & Partners wins the 2018 Euromoney Real Estate Awards | News | Karanović & Nikolić string;#04/09/2018<p style="text-align:justify;">We are proud to announce that Karanovic & Partners won the Euromoney Real Estate Survey in the Advisors and Consultants category for the second year in a row! Karanovic & Partners was once again chosen as the Number One Legal Service provider in Serbia in the Real Estate industry. </p><p style="text-align:justify;">"It is truly a privilege to be honored with this award for the second time. This recognition attests Karanovic & Partners's commitment to outstanding client service, as well as the expertise and professionalism of our <a href="https://www.karanovicpartners.com/expertise/practices/real-estate"><span lang="EN-GB" style="text-decoration:underline;">Real Estate team</span></a>", said <a href="https://www.karanovicpartners.com/people/rastko-petakovic"><span lang="EN-GB" style="text-decoration:underline;">Rastko Petaković</span></a>, the Managing Partner at Karanovic & Partners.</p><p style="text-align:justify;">The Euromoney Real Estate Survey canvasses the opinions of the leading firms involved in the real estate sector worldwide – the advisors, developers, investment managers, banks, and corporate end-users of real estate are all invited to take part. These awards, now into their 14<sup>th</sup> year, are a way of recognising the leading providers of real estate products and services.</p><p style="text-align:justify;">The renowned <a href="https://www.euromoney.com/"><span lang="EN-GB" style="text-decoration:underline;">Euromoney magazine</span></a> was created in 1969, originally to cover the re-emergence of the international cross-border capital markets. Today, their specialised journalists bring an authoritative round up of banking, capital markets, investment, foreign exchange & treasury, and regional markets including Asia, Latin America, and EMEA.</p><p>​</p>
Zijin Mining takes over RTB Bor for USD 1.46 billion Zijin Mining takes over RTB Bor for USD 1.46 billion | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/August/zijin-mining-takes-over-rtb-bor-privatisation.aspxZijin Mining takes over RTB Bor for USD 1.46 billion Zijin Mining takes over RTB Bor for USD 1.46 billion | News | Karanović & Nikolić string;#31/08/2018<p style="text-align:justify;">​Zijin Mining, one of China's biggest gold producers and the second biggest producer of copper ore, won the tender to become a strategic partner in Serbia's sole copper complex RTB Bor. The Chinese company pledged to invest USD 1.46 billion in return for a 63% stake. </p><p style="text-align:justify;">Karanovic & Partners advised Zijin Mining in this privatisation procedure. The services performed by the Karanovic & Partners legal team – led by Senior Partner <a href="https://www.karanovicpartners.com/people/milos-vuckovic/">Miloš Vučković</a> and Partner ⃰ <a href="https://www.karanovicpartners.com/people/ivan-nonkovic/">Ivan Nonković</a>, included legal advisory, a due diligence of RTB Bor, the review and analysis of the transaction documents, as well as assistance in the privatisation process.</p><p style="text-align:justify;">Copper ore has been excavated and melted for more than 100 years in <a href="https://rtb.rs/en/">RTB Bor</a>, which contributes 0.8% to the country's GDP. </p><p style="text-align:justify;"><a href="http://www.zijinmining.com/">Zijin Mining Group Company Limited</a> is a leading a Chinese gold, copper and non-ferrous metals producer and refine. The company employs more than 17 thousand workers in nine countries, and last year it was the 22nd most valuable mining company in the world. Zijin's annual operating income amounts to EUR 10 billion, with net profits exceeding EUR 230 million.</p><p style="text-align:justify;">Zijin has pledged that it would keep all 5,000 workers currently employed in RTB Bor.</p><p style="text-align:left;"> </p><p style="text-align:left;"> </p><p style="text-align:left;"><em>⃰ <span class="ms-rteStyle-Quote">Independent attorney at law in cooperation with Karanović & Nikolić.</span></em></p>
Srbijavode Opens Tender for the Lease of Riverine Srbijavode Opens Tender for the Lease of Riverine | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/August/srbijavode-tender–lease-riverine-hydropower.aspxSrbijavode Opens Tender for the Lease of Riverine Srbijavode Opens Tender for the Lease of Riverine | News | Karanović & Nikolić string;#30/08/2018<p style="text-align:justify;">The public enterprise Srbijavode announced the tender for the lease of riverine – a riverbed with accompanying waterside, for the construction of small hydro power plants on 18 different locations in Serbia. These locations are in the municipalities of Arilje, Kraljevo, Novi Pazar, Surdulica, Raška, Babušnica, Ivanjica, Trgovište, Pirot and Bela Palanka. The integral part of the <a href="http://www.srbijavode.rs/home/vesti_naslovna/node_1510827523.html"><span style="text-decoration:underline;">announcement</span></a> is the model of the agreement on the lease of the riverine, which sets out the main terms of the future lease.                                             </p><p style="text-align:justify;">The leased land can be used exclusively for the construction and maintenance of small hydro power plants and for the production of electricity. The riverine has to be leased for a period of 10 years following the conclusion the agreement, with possibility to extend it for additional 10 years. </p><p style="text-align:justify;">In order to participate in the tender procedure, an interest party has to pay a deposit amounting to 10% of the rent they proposed. The proposal can be submitted by any legal entity, entrepreneur or individual. The deadline for the submission of the proposals is 21 September 2018.​</p>
NIBE Acquires EMIN’s Operations in Serbia and Turkey NIBE Acquires EMIN’s Operations in Serbia and Turkey | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/August/nibe-acquires-emin-operations-in-serbia-and-turkey.aspxNIBE Acquires EMIN’s Operations in Serbia and Turkey NIBE Acquires EMIN’s Operations in Serbia and Turkey | News | Karanović & Nikolić string;#21/08/2018<p style="text-align:justify;">Karanovic & Partners advised NIBE – a global organisation that contributes to a smaller carbon footprint and better energy utilisation, on its' acquisition of EMIN Group. Sweden-based <a href="https://www.nibe.com/">NIBE Industrier AB</a> signed an agreement to acquire 51% of the EMIN Group with operations in Turkey and Serbia, and has a call option to acquire an additional 29% in 2025.</p><p style="text-align:justify;">Karanovic & Partners provided buyer-side advisory for the acquisition of EMIN's operations in Serbia. Delphi - one of the top commercial law firms in Sweden, acted as lead counsel in this transaction, while Pekin & Bayar - a top tier Istanbul-based law firm, advised on the acquisition of EMIN's operations in Turkey. </p><p style="text-align:justify;">The Karanovic & Partners legal team – led by <a href="https://www.karanovicpartners.com/people/dragan-karanovic/">Senior Partner Dragan Karanović</a> and <a href="https://www.karanovicpartners.com/people/petar-mitrovic/">Partner ⃰ Petar Mitrović</a>, with the assistance of the firm's Corporate, Employment and Real Estate teams, performed a full legal due diligence and negotiated the Serbian aspects of the transaction documents. </p><p style="text-align:justify;">NIBE is a global group with operations and sales on five continents and with more than 60 years of experience manufacturing products intended for both household and commercial use. The company has more than 15,000 employees in Europe, North America, Asia and Australia, and is listed on <a href="http://www.nasdaqomxnordic.com/shares/listed-companies/stockholm">Nasdaq Stockholm, Large Cap list</a>, since 1997, with a secondary listing on the SIX Swiss Exchange since 2011.</p><p style="text-align:justify;">EMIN Group is a manufacturing company with 340 employees in Turkey and Serbia. With sales amounting to approximately EUR 14 million, EMIN's main products are coupling systems for fluids sold to manufacturers of energy equipment. </p><p style="text-align:justify;">NIBE is EMIN's largest customer and accounts for more than 50% of sales. </p><p style="text-align:justify;"> </p><p style="text-align:justify;"> </p><p style="text-align:justify;">⃰ <em class="ms-rteStyle-Quote">Independent attorney at law in cooperation with Karanović & Nikolić.</em></p><p>​</p>
Lawyers from Karanovic & Partners among the World’s Foremost Competition Experts Lawyers from Karanovic & Partners among the World’s Foremost Competition Experts | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/August/Lawyers-from-Karanovic-Partners-among-the-Worlds-Foremost-Competition-Experts.aspxLawyers from Karanovic & Partners among the World’s Foremost Competition Experts Lawyers from Karanovic & Partners among the World’s Foremost Competition Experts | News | Karanović & Nikolić string;#14/08/2018<p>We are proud to announce that 2018's edition of <a href="http://whoswholegal.com/practiceareas/2/competition/"><em>Who's Who Legal: Competition</em></a>, recognised three members of our Competition team as leading competition law experts from Serbia. Our Senior Partner, Rastko Petaković, Partner* Bojan Vučković and Senior Associate* Bojana Miljanović were named among other world's leading competition experts. The publication covers 57 jurisdictions around the world providing a comprehensive research of lawyers who "<em>are worthy of special mention owing not only to their vast expertise and experience advising on some of the world's most significant and cutting-edge legal matters, but also their ability to innovate, inspire, and go above and beyond to deliver for their clients</em>"<a href="file:///C:/Users/Nenad/Google%20Drive/KN/vest/Whos%20Who%20Legal%20Competition%202018_13aug2018.docx"><sup>[1]</sup></a>. ​</p><p><em>Who</em><em>'</em><em>s Who Legal</em> is published by <a href="http://lbresearch.com/">Law Business Research Limited</a>, an independent London-based publishing group, providing research, analysis and reports on the international legal services marketplace. The Who's Who Legal publication represents a result of a comprehensive, independent survey conducted among general counsels and competition lawyers in private practice worldwide. Only specialists who have met the international research criteria and are nominated by peers, corporate counsels and other sources as the world's leading practitioners, are eligible to be listed.​</p><p>*independent attorney at law in cooperation with Karanović & Nikolić</p><p>_______________</p><p><a href="file:///C:/Users/Nenad/Google%20Drive/KN/vest/Whos%20Who%20Legal%20Competition%202018_13aug2018.docx"><sup>[1]</sup></a> WWL: Competition – 2018, available at <a href="http://whoswholegal.com/">http://whoswholegal.com/</a> ​​</p>
Landmark Deal Completed: PPF buys Telenor CEE Operations for 2.8 Billion Euros Landmark Deal Completed: PPF buys Telenor CEE Operations for 2.8 Billion Euros | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/August/landmark-deal-ppf-buys-telenor-cee-operations.aspxLandmark Deal Completed: PPF buys Telenor CEE Operations for 2.8 Billion Euros Landmark Deal Completed: PPF buys Telenor CEE Operations for 2.8 Billion Euros | News | Karanović & Nikolić string;#01/08/2018<p style="text-align:justify;">PPF Group, the Czech investment firm, bought Telenor's assets in Hungary, Bulgaria, Montenegro, and Serbia for EUR 2.8 billion. This is a landmark transaction for the telecommunications sector in Central and Eastern Europe – the biggest since 2011, and it was completed on 31 July 2018. </p><p style="text-align:justify;">Karanović & Nikolić, in cooperation with <a href="https://www.whitecase.com/"><span lang="EN-GB" style="text-decoration:underline;">White & Case</span></a> as lead international counsel, advised <a href="https://www.ppf.eu/en/homepage"><span lang="EN-GB" style="text-decoration:underline;">PPF Group</span></a> in the transaction concerning operations in Serbia and Montenegro. The Karanović & Nikolić M&A team* was led by Senior Partner <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=1f9a7104-07ae-497f-aefb-69507217ea71"><span lang="EN-GB" style="text-decoration:underline;">Rastko Petaković</span></a> and Partner <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=77527c2f-9a51-4979-8475-7b278ecee149"><span lang="EN-GB" style="text-decoration:underline;">Miloš Jakovljević</span></a>, with Associates <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=08bc904d-3465-4408-84fd-3c5fd477abaf"><span lang="EN-GB" style="text-decoration:underline;">Sava Drača</span></a> and <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=66cf9e08-167e-4b43-8541-89c1a0626a2f"><span lang="EN-GB" style="text-decoration:underline;">Sonja Guzina</span></a>. Partner <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=5ded4b1c-9ba2-4457-a27d-63cc01f9b457"><span lang="EN-GB" style="text-decoration:underline;">Bojan Vučković</span></a> and Senior Associate <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=a9af6f3e-fb84-4336-a892-1920cead5697"><span lang="EN-GB" style="text-decoration:underline;">Veljko Smiljanić</span></a> assisted in obtaining the merger and regulatory approvals. </p><p style="text-align:justify;">PPF Group is an international financial and investment group which operates in 22 countries and across 3 continents. The company invests into multiple market segments such as banking and financial services, telecommunications, biotechnology, insurance, real estate, and agriculture. The PPF Group owns assets exceeding EUR 38 billion. </p><p> </p><p> </p><p>*<em class="ms-rteStyle-Quote">The members of the legal team mentioned in the article are senior partners or independent attorneys at law in cooperation with Karanović & Nikolić.</em></p><p>​</p>
Antitrust: Staggering EUR 4.34 billion fine imposed on Google Antitrust: Staggering EUR 4.34 billion fine imposed on Google | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/July/antitrust-google-fine-eu-commission.aspxAntitrust: Staggering EUR 4.34 billion fine imposed on Google Antitrust: Staggering EUR 4.34 billion fine imposed on Google | News | Karanović & Nikolić string;#31/07/2018<p style="text-align:justify;">​The European Commission's 39-month long investigation into Google's Android operating system ends with a record-breaking antitrust fine of 4.34 billion euros imposed on Google. </p><p style="text-align:justify;">The US tech giant was fined for imposing illegal restrictions on Android device manufacturers and mobile network operators, in order to cement its already super dominant position in general internet search services.</p><p style="text-align:justify;">The <a href="https://ec.europa.eu/commission/index_en">European Commission</a> established that Google is in breach of EU antitrust rules on three counts:</p><ul style="text-align:justify;"><li><strong>Tying the Google search and browser apps</strong>: by<strong> </strong>requiring manufacturers to pre-install the Google Search app and browser app - Chrome, as a condition for licensing Google's app store – the Play Store;</li><li><strong>Payments for an exclusive pre-installation of Google Search</strong>: by making payments to manufacturers and mobile network operators on the condition that they exclusively pre-install the Google Search app on their devices; and,</li><li><strong>Obstruction of the development and distribution of competing Android operating systems</strong>: by preventing manufacturers intending to pre-install Google apps from selling smart mobile devices running on alternative versions of Android that had not been approved by Google – the so-called "<em>Android forks</em>".</li></ul><p style="text-align:justify;">This fine is far higher than any other handed down by US, Chinese or other antitrust authorities. Google has around three months to end its illegal conduct, otherwise its parent company <a href="https://abc.xyz/">Alphabet</a> could be hit with additional fines for each day it fails to comply. Google may also face a number of civil actions for damages that can be brought before the civil courts by anyone affected by its anti-competitive behaviour.</p><p style="text-align:justify;">Google will challenge the Commission's ruling before EU courts. However, an appeal does not postpone the obligation to comply with the decision, unless the court halts the Commission's decision based on an interim measure.</p><p style="text-align:justify;">This decision is only one part of an eight-year battle between Brussels and the tech giant. <a href="/knnews/Pages/2017/06/29/Comparison-Shopping-European-Commission-Imposes-a-2-42-Billion-Euro-Antitrust-Fine-on-Google.aspx">In 2017, Google was fined EUR 2.4 billion</a> for using its dominant search engine to skew the market in favour of its internet shopping service and the Commission continues its investigations of advertising service in the <a href="https://www.google.com/adsense/start/#">AdSense</a> case.  </p>
Novelties to the Croatian Capital Markets Regulation Novelties to the Croatian Capital Markets Regulation | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/July/novelties-croatian-capital-markets-regulation.aspxNovelties to the Croatian Capital Markets Regulation Novelties to the Croatian Capital Markets Regulation | News | Karanović & Nikolić string;#25/07/2018<p style="text-align:justify;">​On 6 July 2018, the <a href="http://www.sabor.hr/English"><span lang="EN-GB" style="text-decoration:underline;">Croatian Parliament</span></a> adopted the new Capital Markets Act in order to align the Croatian legislation with the EU acquis. The act adjusts the Croatian legislation with the cornerstone of EU's financial markets regulation - the Directive on Markets in Financial Instruments repealing Directive 2004/39/EC and the Regulation on Markets in Financial Instruments, commonly referred to as <a href="https://www.esma.europa.eu/policy-rules/mifid-ii-and-mifir"><span lang="EN-GB" style="text-decoration:underline;">MiFID II</span></a> and <a href="https://ec.europa.eu/info/law/markets-financial-instruments-mifir-regulation-eu-no-600-2014_en"><span lang="EN-GB" style="text-decoration:underline;">MiFIR</span></a>. Up until now, the Croatian Capital Markets Act was amended seven times, which was another reason to adopt the new one - in order to avoid opacity.</p><p style="text-align:justify;">MiFID II and MiFIR ensure fairer, safer and more efficient markets and facilitate greater transparency for all participants. More precisely, MIFID II prescribes new rules of conduct for an extremely wide area of the capital markets: from trading venues, investment companies, central counter-parties, to investor product distributors. The investment companies are obliged to report on all transactions, both those carried out on a regulated market and the so-called OTC transactions. This is applicable to all financial instruments traded on EU markets, regardless of type - such as stocks, bonds, certificates, ETFs, structured finance products and derivatives.</p><p style="text-align:justify;">The new Croatian Capital Markets Act grants broader competences to the <a href="https://www.hanfa.hr/en/"><span lang="EN-GB" style="text-decoration:underline;">Croatian Financial Services Agency</span></a> ("HANFA"). Particularly, HANFA may now verify whether financial statements of the issuer, whose securities are admitted for trading on the <a href="http://zse.hr/default.aspx?id=122"><span lang="EN-GB" style="text-decoration:underline;">Zagreb Stock Exchange</span></a>, are prepared in accordance with the relevant financial reporting framework and impose measures if determined appropriate. </p><p style="text-align:justify;">To protect the investors, the new act envisages more frequent reporting to clients, the presentation of all investment funding costs, as well as maintaining records of communication and business documentation. Additionally, MiFID II prescribes organisational responsibilities for the management board and the management bodies of the investment companies and stipulates the obligation of the investment companies from third countries to establish a subsidiary on EU capital markets. </p><p style="text-align:justify;">The new provisions set up the rights and obligations of the participants in the capital markets, with an emphasis on bans to insider trading, illegal disclosure of privileged information and market manipulation. At the same time, they introduce the trading limit on commodity derivatives, emission allowances and derivatives thereof, as well as sanctions for not complying with those limits.</p><p style="text-align:justify;">Given the development of technology and market infrastructure, more complex regulatory requirements have been introduced in relation to new trading platforms, high-frequency and algorithmic trading. In addition, broader obligations have been prescribed with respect to reporting to the <a href="https://www.esma.europa.eu/">European Securities and Markets Authority</a>, and sanctions imposed to the participants in capital markets have become more stringent.</p><p style="text-align:justify;">The new act is expected to contribute towards reducing systemic risks through better company organisation, limitations on risk appetite and the improvement of controls with all investment companies and market operators. Its aim is to enhance trust and the protection of investors and ultimately contribute to increasing the efficiency and liquidity of the capital market. We are yet to see its practical effects.</p><p style="text-align:justify;"> </p><p style="text-align:justify;"> </p><p style="text-align:justify;"><em class="ms-rteStyle-Quote">The information in this document does not constitute legal advice on any particular matter and is provided for general informational purposes only.</em></p>
Changes in Serbian Employment Legislation 2018 Changes in Serbian Employment Legislation 2018 | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/July/changes-serbian-employment-legislation-2018.aspxChanges in Serbian Employment Legislation 2018 Changes in Serbian Employment Legislation 2018 | News | Karanović & Nikolić string;#19/07/2018<p style="text-align:justify;">The beginning of the summer brought amendments to several employment-related laws. The most notable changes are presented below:</p><h3 style="text-align:justify;">The Law on the Employment of Foreigners</h3><ul style="text-align:justify;"><li>The duration of the labour market test<strong> </strong>– The labour market test within the work-permit acquisition process (through which the National Employment Service examines whether there are any Serbian citizens suitable for the vacant position), is shortened to 10 days, having previously lasted one month. This amendment is expected to expedite the procedure of issuing work permits. </li><li><strong>A new type of work permit is introduced</strong> –<em>the temporary work permit</em>. This permit may be issued in cases of national interest or for the purpose of fulfilling Serbia's international obligations. In this case, the labour market test may even last less than 10 days, upon the <a href="https://www.minrzs.gov.rs/">Minister of Labour</a>'s decision. The temporary work permit may be issued with consent from the Minister of Interior to a foreigner who applied for a temporary residence permit, with a validity period of up to 45 days. </li></ul><h3 style="text-align:justify;">The Law on the Conditions for the Secondment of Employees on Temporary Work Abroad</h3><ul style="text-align:justify;"><li><strong>A new precondition for secondment abroad</strong> - From now on, employers may send abroad only those employees who have been employed for at least three months prior to secondment, except: (i) if the secondment is arranged within a scope of main activity registered at the <a href="http://www.apr.gov.rs/eng/Home.aspx">Business Registers Agency</a>, and (ii) the number of seconded employees does not exceed 20% of the total number of employees. </li></ul><p style="text-align:justify;">This novelty will not be applied to the cases of secondment that are arranged under the treaty between Serbia and Germany. </p><ul style="text-align:justify;"><li><strong>A less formal procedure</strong> - Employers are no longer obliged to inform the Ministry of Labour in cases of secondment abroad.</li></ul><h3 style="text-align:justify;">The Law on Financial Support to Families with Children</h3><p style="text-align:justify;">The new law that regulates the financial support to families with children, and that was adopted in December of the last year, became applicable on 1 July 2018. The most significant novelties introduced by this law include:</p><ul style="text-align:justify;"><li><strong>Change in the manner of payment</strong> – Until 1 July, employers were obliged to effect the payment of salary compensations for their employees on maternity leave and childcare leave, and, afterwards, to a refund for such a payment from the state. These compensations are now directly paid to the respective employees by the ministry competent for social affairs - thus, employers will not perform payments in this regard. </li><li><strong>Change of the base for compensation</strong> - The base for calculating salary compensation during maternity and childcare leave is now set as an average of the actual salary paid within the last 18-month period, and not as the average salary paid within the last 12 months, as was the case under the previous law.</li><li><strong>Change of the maximum amount for compensation</strong> – The maximum amount for salary compensation during maternity and childcare leave is now set to the sum of 3 average salaries in the Republic of Serbia according to statistical data, instead of the previous sum of 5 average salaries. This change is frequently criticized as being unfavorable for female employees on managerial positions, as it significantly limits their payments during a sensitive time period, however, the disputable maximum stands for the time being.</li></ul><h3 style="text-align:justify;">The Law on the Peaceful Resolution of Labour Disputes</h3><p style="text-align:justify;">The most notable change in this law relates to the fact that disputes over the payment of salaries are now included in the scope of disputes that can be resolved in the procedure of peaceful dispute resolution.</p><p style="text-align:justify;">​</p><p style="text-align:justify;"><span class="ms-rteStyle-Quote"><em>The information in this document does not constitute legal advice on any particular matter and is provided for general informational purposes only.</em></span></p>
Serbia Introduces an E-Cadastre Serbia Introduces an E-Cadastre | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/July/serbia-introduces-e-cadastre.aspxSerbia Introduces an E-Cadastre Serbia Introduces an E-Cadastre | News | Karanović & Nikolić string;#02/07/2018<p style="text-align:justify;">​The Law on the Registration Procedure with the Cadastre of Real Estate and Utilities (the "<strong>Law</strong>") entered into force on 8 June 2018. The Law aims to introduce significant innovations, primarily concerning the method of filing applications and documents with the cadastre and the relation between the cadastre and other authorities, as well as deadlines for rendering decisions. This, so far, time consuming and complicated procedure is expected to be accelerated and simplified by introducing the obligation for various authorities to submit their documents to the cadastre electronically, <em>ex officio</em>, within short deadlines.</p><p style="text-align:justify;">The main reasons for the adoption of the Law are increasing the efficiency of the Real Estate Cadastre and simplifying the registration procedure by prescribing the possibility of submitting a request for registration via e-Service.</p><h2>Who can initiate the registration procedure?</h2><p style="text-align:justify;">The registration procedure can be initiated by public notaries, courts, bailiffs and other authorities by filing a request for registration at the Real Estate Cadastre Office ("<strong>Cadastre</strong>"). The deadlines to file and submit documents are short. The procedure can also be initiated upon the client's request, which can be submitted via e-service.</p><h2>Where is the procedure initiated?</h2><p style="text-align:justify;">The procedure is initiated online, via an e-service which is a unique central system through which submissions, evidence and acts during the process of registration before the Cadastre are submitted in form of an electronic documents.</p><p style="text-align:justify;">The submission of a request for registration in paper form remains an option until 31 December 2020. The Cadastre is obliged to digitalize such documentation as well as to confirm that digitalised copies are identical to the originals by using an electronic qualified signature, in which way the copy has the same legal effect as the original.</p><p style="text-align:justify;">As an exception, there will be option to submit hard copies of appeals and other legal remedies, along with related evidence, even after 31 December 2020.</p><h2>What is the new procedure?</h2><p style="text-align:justify;">After delivering the documents to the Cadastre, the registration procedure is initiated. The Cadastre delivers the documents to the Tax authority and the local self-government unit.</p><p style="text-align:justify;">In the next step, the Cadastre verifies if the formal conditions for registration are met and renders a resolution by which a change is registered.</p><p style="text-align:justify;">This way, the Law introduces a higher degree of responsibility for public notaries and other bodies who issue, confirm, certify or verify documents which represent a title for registration - as the Cadastre is not obliged to verify whether statutory regulations are violated with such documents.</p><p style="text-align:justify;">In case where statutory regulations are violated by document, the Cadastre will perform the registration based on that document but it will immediately inform the competent authority and public prosecutor, if needed, in order to initiate the appropriate procedure for annulment.</p><h2>Where can the Excerpt from the Land Registry be issued?</h2><p style="text-align:justify;">Apart from the Cadastre, public notaries and entities registered in the Register of Geodetic Organizations will be authorised to issue excerpts from the Land Registry.</p><h2>What is the final deadline for the application of the Law?</h2><p style="text-align:justify;">Public notaries are obliged to start the implementation of the Law from 1 July 2018, the courts from 1 January 2020, and other authorities from 1 November 2018.</p><h2>Other significant changes</h2><h3>Real Estate unique identification number</h3><p style="text-align:justify;">A unique identification number for every real estate on the territory of Republic of Serbia is established and registered before the Cadastre in order to increase the reliability of information.</p><h3>Pre-notation of facilities and separate parts of facilities under construction</h3><p style="text-align:justify;">The pre-notation of facilities and separate parts of facilities under construction is not registered in the excerpt from the Land Registry, but in a special pre-notation sheet or separate parts of the facilities under construction registry sheet, without a time limitation for pre-notation.</p><h3>New notations</h3><p style="text-align:justify;">Some of the new notations introduced by the Law include:</p><ul style="text-align:justify;"><li>the existence of a concession agreement;</li><li>the change of the ownership determined by in the land consolidation procedure;</li><li>the procedure of annulment or the revoking of a document based on the which registration was performed;</li><li>registration is granted based on an agreement certified before the court more than 20 years ago; and,</li><li>pledges on movable property which can influence the future acquisition of rights to real estate.</li></ul><h2>Utilities registration</h2><p style="text-align:justify;">The registration of utilities is initiated upon the investor's request or that of another authorised person and <em>ex officio</em> if a study of geodetic works is done by a competent authority, in accordance with construction law.</p><p style="text-align:justify;">Same provisions of this Law related to the notation, pre-notation, competency for registration, registration procedure and court protection are applicable to the utilities register.</p>
Laying the Foundations: ZF Group Building a Factory in Serbia Laying the Foundations: ZF Group Building a Factory in Serbia | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/June/zf-group-building-factory-pancevo-serbia.aspxLaying the Foundations: ZF Group Building a Factory in Serbia Laying the Foundations: ZF Group Building a Factory in Serbia | News | Karanović & Nikolić string;#21/06/2018<p style="text-align:justify;">The Karanović & Nikolić team, led by Senior Partner <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=b9c33da1-0e77-43ca-a753-26fb5f08a9c3">Marjan Poljak</a> and Senior Associates ⃰ <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=f0bdfaa3-363b-4bb9-90d7-7ef343216adb">Ana Stanković</a> and <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=378a4e82-d957-41e3-9d70-c0872ad948d8">Ana Luković</a>, advised <a href="https://www.zf.com/corporate/en_de/homepage/homepage.html">ZF Friedrichshafen</a> AG on the project of opening an electric vehicle parts factory in Pančevo, Serbia. The German company, a global leader specialising in the design, research and development, and manufacturing activities in the automotive industry, laid the foundations and began construction on 21 June 2018.</p><p style="text-align:justify;">Karanović & Nikolić advised ZF in this greenfield investment on all local law aspects of this project. The team provided full support in a number of different areas, including corporate, real estate, employment etc.</p><p style="text-align:justify;">The new 25.000 square metres factory, which is being built on a land parcel of 10.8 hectares, will produce parts for electric and hybrid-electric vehicles and will service premium automotive manufacturers. The project will be realized in two stages and will open more than 1,000 new jobs. The planned investment amounts to more than EUR 100 million.</p><p style="text-align:justify;">ZF operates in 40 countries around the world and has a global workforce of over 146,000 employees. In 2017, it recorded sales of EUR 36.4 billion. The company invests more than six percent of its sales in research and development annually, in particular for the development of efficient and electric drivelines.</p><p style="text-align:justify;">ZF group is committed to its Vision Zero – zero accidents and zero emissions being the end goal of all the company's activities.</p><p> </p><p> </p><p>*<span class="ms-rteStyle-Quote">Independent attorneys at law in cooperation with Karanović & Nikolić.</span></p>
The Law on Financial Collaterals – Two Steps Forward, One Step Back The Law on Financial Collaterals – Two Steps Forward, One Step Back | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/June/serbia-law-financial-collaterals.aspxThe Law on Financial Collaterals – Two Steps Forward, One Step Back The Law on Financial Collaterals – Two Steps Forward, One Step Back | News | Karanović & Nikolić string;#20/06/2018<p>​On 8 June 2018, the <a href="http://www.parlament.gov.rs/national-assembly.467.html">Serbian Parliament</a> adopted the Law on Financial Collateral ("<strong>FC Law</strong>") which will become applicable on 1 January 2019. Financial agreements that are not fulfilled by 1 January 2019 will be implemented pursuant to the rules that were in force before that date.</p><p style="text-align:justify;">Simultaneously, the Insolvency Law ("<strong>Insolvency Law</strong>") was amended to support proper functioning of the FC Law and will also become applicable on 1 January 2019. Insolvency procedures that are ongoing as of 1 January 2019 will be finalized pursuant to the rules that were in force prior to that date.</p><p style="text-align:justify;">The main reason for enacting the FC Law was the establishment of a unified and effective regulatory framework for the use of special collaterals by participants in the financial market in line with the EU Directive on Financial Collateral Arrangements 2002/47/EC ("<strong>Directive</strong>").<strong> </strong>Although the long awaited FC Law should contribute to the further development of the secured loans, financial derivatives and repo markets, the approach taken by the legislature in amending the Insolvency Law has also brought certain negative aspects. </p><p style="text-align:justify;">The <strong>FC Law</strong> introduces the following main novelties:</p><ul style="text-align:justify;"><li><strong>Eligible parties</strong> - the group of eligible parties generally follows the scope set by the Directive, including the Republic of Serbia, the National Bank of Serbia, the EU and its member states, third countries, banks, investment funds, broker-dealers, insurance firms and other financial institutions, the European Central Bank, the International Monetary Fund, European Investment Bank and certain other international development banks and legal entities representing the above parties. General corporations are not included. This exclusion of corporations, although compliant with the option which the Directive allows for EU member states, comes as an unpleasant surprise given that the draft provided for the public discussion included both corporates and individuals when dealing with the other eligible participants. The legislators' stance is that at this stage the less experienced and weaker parties, such as corporate entities and individuals, should not be included due to the still underdeveloped financial market in Serbia. The fact that financial collaterals may not be used in transactions with ordinary corporates is particularly limiting for OTC financial derivatives transactions. This seems to be a missed opportunity, especially if the aim is to promote the development of the OTC financial derivatives market for the purpose of hedging risks.  </li><li><strong>Financial collateral arrangement modalities –</strong>two types of financial collateral arrangements are introduced:<strong> </strong>(i) <em>title transfer arrangement</em> whereby the collateral taker receives full ownership over the collateral, and (ii) <em>security arrangement</em> whereby the ownership over the collateral remains with the collateral provider. Upon the fulfilment of the financial obligation, the collateral taker shall return the received or equivalent collateral to the collateral provider.</li><li><strong>Collateral categories – </strong>the financial collateral arrangement may include <em>cash</em>, <em>financial instruments</em> and <em>credit claims</em>.</li><li><strong>Forex restrictions – </strong>the FC Law is expressly subject to the rules of the Law on Foreign Exchange Operations ("<strong>Forex Law</strong>"). This means that the existing restrictions under the Forex Law will affect application of financial collaterals in cross-border transactions and need to be considered in each case.</li><li><strong>Enforcement of the collateral – </strong>the parties are free to define enforcement events upon the occurrence of which the collateral taker shall be able to realise the collateral in an effective and prompt collection. Specifically, the collateral taker may settle its claim in an out-of-court proceeding and/or set off the claims and obligations between itself and the collateral provider without any prior notice, deadline elapse, participation of the court/other authority or a public auction.</li><li><strong>Close-out netting –</strong> the parties may agree that upon the occurrence of an enforcement event, automatically or at a party's request: (i) the obligations of the parties are accelerated or terminated and replaced by new monetary obligations, and/or (ii) the mutual claims and obligations are netted so that the net amount is paid by the party from whom the larger amount is due to the other party. The close-out netting regime is generally improved compared to what was regulated so far in the Insolvency Law, but only for eligible participants, as explained below.</li><li><strong>Disapplication of insolvency rules – </strong>the rights and obligations under the financial collateral arrangements will be freely performed regardless of the initiation of the insolvency, bankruptcy or reorganisation of the parties. In case the financial collateral arrangement was created or the collateral was provided, acquired, or altered on the day of the initiation of the insolvency or bankruptcy of a party or application of reorganization measure, such legal actions shall be valid and enforceable if the collateral taker proves that it was unaware and should have not been aware of the commencement of said proceedings. </li><li><strong>Application of the FC Law to other financial agreements – </strong>the above rules on close-out netting and disapplication of insolvency claw-back rules are also prescribed for other special financial agreements concluded by the participants in the financial market such as financial derivative agreements, the sale and purchase of securities and other financial instruments, forex swap transactions and other financial contracts which may be prescribed by the National Bank of Serbia. As mentioned, regrettably these rules do not govern the transactions entered into with ordinary corporate entities.</li><li><strong>Adjustment of the insolvency for banks and insurance companies - t</strong>he FC Law further improved insolvency rules by deleting the controversial Article 12 of the Law on Insolvency and Liquidation of Banks and Insurance Companies.</li></ul><p style="text-align:justify;"><strong>Amendments to the Insolvency Law.</strong> To improve the insolvency framework for financial collaterals and other special financial agreements as defined in the FC Law (such as ISDA Master Agreements), the Serbian legislature has undertaken certain amendments to the Insolvency Law. The changes are focused on safeguarding financial collaterals and other special financial agreements defined under the FC Law from the insolvency rules. This includes a number of clarifications and a complete deletion of the earlier special close-out netting provisions and their moving (with certain improvements) to the FC Law. A creditor that settles its claims upon the opening of insolvency proceedings based on a financial collateral agreement or based on a close-out netting under a special financial agreement is bound to notify the court within 8 days from the settlement day.</p><p style="text-align:justify;">Whilst this new approach should bring greater certainty for close-out in the financial transactions among<em> eligible</em> <em>participants</em>, it deteriorates the position for close-out netting in financial agreements that involve a regular corporate entity, such as an ISDA Master Agreement between a bank and a company. The close-out netting in such cases is now left to the general insolvency rules and potentially exposed to cherry-picking by the insolvency administrator. Specifically, with the deletion of special rules from Article 82 of the Insolvency Law, close out netting in financial agreements which include a non-eligible participant (such as a general corporate) rely now on the general rules on set-off. To preserve a set-off right in insolvency, the creditor has to (i) acquire the set-off right before submission of the insolvency petition and (ii) register its claim in the full amount together with the set-off statement during the period for registration of claims. Also, protection against claw back claims is no longer available unless the financial agreement is among eligible participants. </p><p style="text-align:justify;">To sum up, the FC Law and the amendments to the Insolvency Law deliver valuable and progressive developments for the realization of collaterals for the financial obligations of eligible financial market participants. On the other hand, they hinder the enforceability of ISDA Master Agreements or similar close-out netting agreements against Serbian corporate entities in case of insolvency. Therefore, it remains to be seen how these changes will affect financial derivatives, repo transactions and other similar financial arrangements and if the drawbacks will be identified and rectified by the legislators. </p><p style="text-align:justify;"> </p><p style="text-align:justify;"> </p><p style="text-align:justify;"><em class="ms-rteStyle-Quote">The information in this document does not constitute legal advice on any particular matter and is provided for general informational purposes only.</em></p>
Serbia Adopts the Law on Ultimate Beneficial Owners Central Registry Serbia Adopts the Law on Ultimate Beneficial Owners Central Registry | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/June/serbia_law_ultimate_beneficial_owners_central_registry.aspxSerbia Adopts the Law on Ultimate Beneficial Owners Central Registry Serbia Adopts the Law on Ultimate Beneficial Owners Central Registry | News | Karanović & Nikolić string;#19/06/2018<p style="text-align:justify;">On 25 May, the <a href="http://www.parlament.gov.rs/national-assembly.467.html">Serbian Parliament</a> adopted the Law on Ultimate Beneficial Owners Central Registry ("Law") and it entered into force on 8 June 2018.</p><p style="text-align:justify;">This Law was adopted in order to harmonise domestic legislation with international standards and to improve the existing system of detecting and preventing money laundering and the financing of terrorism. The Law introduces a single, public, electronic database maintained by the <a href="http://www.apr.gov.rs/eng/Home.aspx">Serbian Business Registers Agency</a> ("SBRA"), containing information on natural persons which are the ultimate beneficial owners of the companies ("Register").</p><p style="text-align:justify;">Companies incorporated before 31 December 2018 are obliged to prepare and keep documentation regarding their ultimate beneficial owners at their offices, while new companies are obliged to register this information with the Register within 15 days as of their incorporation. However, all companies will have to be registered in such manner by 31 January 2019.</p><h2 style="text-align:justify;">Who does this Law influence?</h2><p style="text-align:justify;">This Law is applicable to the following entities registered in Serbia ("Company"): </p><ul style="text-align:justify;"><li>companies, excluding public joint-stock companies;</li><li>cooperatives;</li><li>branch offices of foreign companies;</li><li>business and other associations excluding political parties, trade unions, sports organizations and associations, churches and religious communities;</li><li>foundations and endowments;</li><li>institutions; and</li><li>representative offices of foreign companies, associations, foundations and endowments.</li></ul><h2 style="text-align:justify;">Who is the ultimate beneficial owner?</h2><p style="text-align:justify;">The ultimate beneficial owner of the company ("UBO") is a natural person which:</p><ul style="text-align:justify;"><li>has direct or indirect ownership of at least 25% of the shares, stocks, voting or other rights, under which the natural person participates in the company's management or in the company's capital with 25% or more share;</li><li>has direct or indirect prevailing influence on business management and decision making;</li><li>indirectly provided or provides funds to the company, on the basis of which the natural person has significant influence on the company's management bodies, in relation to decisions regarding financing and business operations;</li><li>is a founder, trustee, protector, user (if determined) or a person that has a dominant position in the management of the trust or another foreign law entity; and,</li><li>is a registered representative of cooperatives, associations, foundations, endowments and institutions, if the authorised representative has not registered another natural person as the ultimate beneficial owner. </li></ul><p style="text-align:justify;">If none of these criteria is applicable, the UBO is the company's registered representative i.e. the person that is registered as member of the company's body (excluding the item (v)).</p><h2 style="text-align:justify;">What information will the Register contain?</h2><p style="text-align:justify;">The Register will contain the following information ("Information") in relation to the UBO:</p><ul style="text-align:justify;"><li>in the case of Serbian citizens, the person's name, identification number and country of residence;</li><li>in the case of foreigners, the person's name, passport number and issuing country and / or their personal number and / or identity card number and issuing country, time and place of birth, the country of residence and citizenship; and,</li><li>the title for acquiring UBO status.</li></ul><h2 style="text-align:justify;">What needs to be done?</h2><p style="text-align:justify;">The Company is obliged to: </p><ul style="text-align:justify;"><li>determine the UBO and have in possession the data and documents according to which the UBO is determined ("Documents"), until 8 July 2018;</li><li>keep the Documents for a period of ten years following the day of registration; and,</li><li>provide the Documents upon request to the competent state authority and National Bank of Serbia.</li></ul><p style="text-align:justify;">The Company's authorised person is obliged to:</p><ul style="text-align:justify;"><li>to register the Information until 31 January 2019 with the SBRA, using a qualified electronic signature (for companies incorporated by 31 December 2018);</li><li>register the changes to the Information with SBRA, within 15 days from the day of change; and,</li><li>register the Information with the SBRA, within 15 days from the day of the company's incorporation (for companies incorporated after 31 December 2018).</li></ul><p style="text-align:justify;">It should be noted that the SBRA is obliged to establish the Register until 31 December 2018.</p><p style="text-align:justify;">Also, relevant by-laws need to be adopted within three months from the day the Law enters into force - which should provide more detailed information on the implementation of the Law.</p><h2 style="text-align:justify;">What are the sanctions?</h2><p style="text-align:justify;">The Law prescribes monetary fines in the range from RSD 500,000 (approx. EUR 4,240) to RSD 2,000,000 (approx. EUR 16,950) for the company and monetary fines in the range from RSD 50,000 (approx. EUR 420) to RSD 150,000 (approx. EUR 1,270) for the company's responsible person if the Company does not:</p><ul style="text-align:justify;"><li>register Information within prescribed deadline; or,</li><li>keep the Documents for the prescribed period.</li></ul><p style="text-align:justify;">In addition, the Law prescribes felony charges for a person which, in order to hide the UBO, does not register the Information, registers false Information, changes or removes the correct Information. For this felony there is a prescribed prison sentence in the range from 3 months to 5 years.</p><p style="text-align:justify;"> </p><p style="text-align:justify;"><span></span> </p><p style="text-align:justify;"><em class="ms-rteStyle-Quote">The information in this document does not constitute legal advice on any particular matter and is provided for general informational purposes only.</em></p>
PPF Group Acquiring Telenor Banka PPF Group Acquiring Telenor Banka | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/June/ppf-acquiring-telenor-banka-serbia.aspxPPF Group Acquiring Telenor Banka PPF Group Acquiring Telenor Banka | News | Karanović & Nikolić string;#18/06/2018<p style="text-align:justify;">PPF Group, a Czech investment firm, signed a contract with Telenor Group, the Norwegian telecoms giant, on the acquisition of 100% of the shares in Telenor Banka, the first online bank in Serbia. </p><p style="text-align:justify;">The Karanović & Nikolić legal team – led by partner <a href="/people/milos-jakovljevic">Miloš Jakovljević</a><span lang="EN-GB"> ⃰ and associates </span><a href="/people/sava-draca">Sava Drača</a><span lang="EN-GB"> ⃰ and </span><a href="/people/marija-vicic">Marija Vićić</a> ⃰, having previously advised PPF Group on the <a href="/knnews/Pages/2018/March/PPF-Acquires-Telenor-CEE-Operations.aspx"><span lang="EN-GB" style="text-decoration:underline;">EUR 2.8 billion acquisition of Telenor's assets in Central and Eastern Europe</span></a>, is advising the Czech company once again in this transaction. The acquisition of Telenor Banka is currently subject to regulatory approval. </p><p style="text-align:justify;"><a href="https://www.ppf.eu/en/homepage"><span lang="EN-GB" style="text-decoration:underline;">PPF Group</span></a> is the largest private investment group in CEE. The company operates in 22 countries across three continents and invests into multiple markets such as banking and financial services, insurance, telecommunications, biotechnology, real estate, mining and agriculture. The PPF Group owns assets exceeding EUR 38 billion. </p><p style="text-align:justify;"><a href="http://www.telenorbanka.rs/"><span lang="EN-GB" style="text-decoration:underline;">Telenor Banka</span></a> was the first bank in Serbia to introduce mobile and online banking and a member of <a href="https://www.telenor.com/"><span lang="EN-GB" style="text-decoration:underline;">Telenor Group</span></a> in 2013, after the group acquired it from KBC Bank Serbia. Its portfolio includes more than 390,000 clients and at the end of 2017 the bank had assets under management worth EUR 126 million.</p><p style="text-align:justify;"> </p><p style="text-align:justify;"> </p><p>*Independent attorney at law in cooperation with Karanović & Nikolić.</p>
Serbia Amends Company Law Serbia Amends Company Law | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/June/serbia-amends-company-law.aspxSerbia Amends Company Law Serbia Amends Company Law | News | Karanović & Nikolić string;#12/06/2018<p style="text-align:justify;"><a href="http://www.parlament.gov.rs/national-assembly.467.html"><span lang="EN-GB" style="text-decoration:underline;">The Serbian Parliament</span></a> adopted amendments to the Serbian Company Law (<strong>Law</strong>) on 8 June 2018, and they were published in the official journal on the same date.  </p><p style="text-align:justify;">This is the first overhaul of the Serbian Company Law since it was enacted back in 2011. Most of the amendments relate to the introduction of the concepts required for Serbia's accession to the EU (such as cross-border merger and European company forms). However, a lot of the changes have been made in an attempt to resolve the issues which occurred in the practical implementation of the previous Law. </p><p style="text-align:justify;">The Law's entry into force is planned in three phases, and is somewhat complicated:</p><ul style="text-align:justify;"><li>immediate application, as of 9 June 2018, is envisaged for provisions relating to the buy-out of shares and determining the market value of the shares (see section "Valuation of shares in joint stock companies" below);</li><li>amendments relating to the harmonisation with EU legislation will apply from 1 January 2022; and,</li><li>all other provisions will apply as of 1 October 2018. </li></ul><p style="text-align:justify;">Below is an overview of the most important changes. </p><h2>Business names</h2><p style="text-align:justify;">Under the amendments to the Law: </p><ol style="text-align:justify;"><li>an abbreviated business name of a company can now contain an acronym; and,</li><li>a business name cannot contain the designation "SRB" without the approval of the <a href="http://www.priv.rs/Naslovna"><span lang="EN-GB" style="text-decoration:underline;">Ministry of Economy</span></a>. The approval of the said Ministry was, until now, required for designations with the full name of "Serbia". However, this approval requirement has now been extended to the abbreviation "SRB" as well, since it was broadly used in business practice as a means of circumventing the approval requirement. As for companies containing the designation "SRB" in their names, the relevant ministry is authorised to (and it will most likely do so), once this provision takes effect, request that each of these companies delete this designation from their registered name unless they obtain approval in the meantime. </li></ol><h2>E-address</h2><p style="text-align:justify;">Until 1 October 2019, all companies will have to register their e-mail addresses with the companies register. </p><h2>Distribution of dividends</h2><p style="text-align:justify;">The amended Law introduces a deadline for the payment of dividends after being declared. The deadline is 6 months following the decision on declaring dividends. </p><h2>Assets of significant value </h2><p style="text-align:justify;">The amendments to the Law attempt to introduce some clarifications to the provisions concerning the disposal of assets of significant value i.e. assets exceeding 30% of the company's asset value (which require shareholders' meeting approval and in turn trigger the rights of dissenting minority shareholders to sell their shares to the company). This concept has been the source of tensions between the management and the minority shareholders ever since it was introduced into the Serbian legal system back in 2004. The interest of the management and the majority shareholders has been to limit the application of this provision (in turn, limiting the right of minority shareholders to force a sale of their shares), while the minority shareholders' interests have been the opposite. </p><p style="text-align:justify;">The amendments relate to situations which are most frequent in practice – taking out a loan and granting securities for such a loan. Now, for the purposes of calculating the 30% threshold, the higher amount between (i) the loan value and (ii) the value of each of the securities given for such a loan is to be taken into consideration, and not the sum of each of these individual values. </p><p style="text-align:justify;">While the attempt to bring clarification to this complicated and burdensome concept is certainly welcome, it still remains to be seen whether this will bring any significant benefit in practice. </p><h2>Transactions involving personal interest </h2><p style="text-align:justify;">The amendments introduce changes to the internal approval procedure for transactions involving the personal interest of the shareholders or directors:</p><ul style="text-align:justify;"><li>If the value of the transaction is less than 10% of the company's book asset value, no approval by the disinterested shareholders or directors is needed. </li><li>If the value of the transaction involving personal interest is greater than 10% of the company's book assets value, the approval procedure is made more stringent:  </li></ul><ol dir="ltr" style="text-align:justify;"><ol><ol><li>as part of the approval procedure, a company must obtain an assessment by an authorised court expert, auditor etc. of the market value of the assets subject to the transaction; and, </li><li>once the approval has been obtained, the company must publish on its website, or on the website of the <a href="/knnews/Pages/2017/11/Serbian-Business-Registration-Agency-Implements-Provisions-on-Company-Law-on-Compulsory-Liquidation.aspx"><span lang="EN-GB" style="text-decoration:underline;">Business Registers Agency</span></a>, detailed information on the transaction and the personal interest involved.</li></ol></ol></ol><h2>Branches of Serbian Companies</h2><p style="text-align:justify;">The amendments introduce the requirement (so far, it was an option) for Serbian companies to register all their branch offices in Serbia with the companies' register. Serbian companies that have non-registered branches in Serbia will have a one-year period to register them. </p><h2>Minority shareholders in limited liability companies</h2><ul style="text-align:justify;"><li style="text-align:justify;">The shareholding interest threshold authorising a shareholder to request a convening of the shareholders' meeting has been decreased from 20% to 10%. The company's bylaws can set a lower, but not a higher threshold. </li><li style="text-align:justify;">The shareholding interest threshold authorising a shareholder to put an item on the agenda of the shareholders' meeting has been decreased from 10% to 5%. The company's bylaws can set a lower, but not a higher threshold.</li><li style="text-align:justify;"> The amendments clarify the existing provision enabling voting rights not to be pro-rata to the respective shareholding interests – the amendments confirm that voting rights do not have to be pro-rata to the shareholding interest, but no share can have zero voting rights.</li></ul><h2>Decrease of share capital in limited liability companies</h2><p style="text-align:justify;">According to the amendments, a "regular" version of share capital decrease, which involves payments to shareholders (such as in the case of overcapitalisation) is not possible. Now, share capital decrease is possible only as a matter of, more or less, "accounting" changes – the covering of losses, the creation of reserves etc. </p><p style="text-align:justify;">The amendments to the Law have only formalised the existing practice of the authorities, which prohibited this type of share capital decrease even before these amendments. The expectations of the business community, that such an extremely conservative and ungrounded practice will be terminated by these amendments, did not materialise; to the contrary, we now have a strict legal prohibition against the decrease of share capital in the case of the overcapitalisation of a Serbian limited liability company. </p><h2>Valuation of shares in joint stock companies</h2><p style="text-align:justify;">The conditions for determining the market value of shares in a joint stock company have been changed. The amended Law now prescribes that the market value of shares is the average weighted price of shares on the regulated market in the period of 6 months prior to the issuance of the decision on determining the market value, provided that:</p><ul style="text-align:justify;"><li>in that period, at least 0,5% of the shares were subject to trading on the regulated market; and, </li><li>the trading took place on at least 1/3 of the trading days in each month during that period.</li></ul><p style="text-align:justify;">If the above conditions are met, when determining the value of the shares for the purposes of a buy-out of shares held by dissenting minority shareholders, only the market value should be taken into consideration, and there is no requirement to determine the book or the evaluated value of the shares. </p><p style="text-align:justify;">If there is no market value for the specific shares, the higher amount between the book value and the value evaluated by authorised evaluators is to be paid as the price to the dissenting minority shareholders.</p><p style="text-align:justify;">These amendments apply immediately after the publication of the amendments, i.e. as of 9 June 2018.</p><h2>Harmonisation with EU regulations</h2><p style="text-align:justify;">There are some amendments, in relation to EU integrations, which will enter into force on 1 January 2022. The amended Law:</p><ol style="text-align:justify;"><li>introduces new company forms: Societas Europea, the European joint stock company, and the European economic interest grouping; and,</li><li>enables cross-border mergers of Serbian and EU companies.</li></ol><p> </p><p> </p><p><span class="ms-rteStyle-Quote"><em>The information in this document does not constitute legal advice on any particular matter and is provided for general informational purposes only.</em></span></p><p>​</p>
Karanović & Nikolić Wins the 2017 Deal of the Year Award Karanović & Nikolić Wins the 2017 Deal of the Year Award | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/June/karanovic-nikolic-wins-ceelm-deal-of-the-year-award.aspxKaranović & Nikolić Wins the 2017 Deal of the Year Award Karanović & Nikolić Wins the 2017 Deal of the Year Award | News | Karanović & Nikolić string;#07/06/2018<p style="text-align:justify;">We are pleased to announce that Karanović & Nikolić has won the 2017 Deal of the Year Award for Serbia for the EBRD and IFC financing of Vetrolektrane Balkana - Čibuk 1 Windfarm. Organized by the renowned <a href="http://ceelegalmatters.com/"><span style="text-decoration:underline;">CEE Legal Matters</span></a> magazine, this is the first year that these awards were held and they are a way of recognizing the biggest and most important deals by leading law firms in Central and Eastern European jurisdictions.</p><p style="text-align:justify;">The prestigious accolade was awarded on 6 June at the CEE Legal Matters Annual Dinner and Awards Banquet in Prague. Before an audience of over 100 senior legal professionals from across the region, <a href="/people/rastko-petakovic">Rastko Petaković, Managing Partner at Karanović & Nikolić</a>, accepted the award on behalf of the firm.</p><p style="text-align:justify;">"It is a huge privilege to receive this prestigious award, which came as a recognition of the enormous effort put in by everyone involved in this landmark deal which marked 2017 and had a huge impact on the energy sector in the region", said Mr. Petaković. "I am particularly proud of our young generation of Karanović & Nikolić partners who led the team and once again proved our firm's dedication to excellence. We would also like to congratulate our clients, the <a href="https://www.ebrd.com/home"><span style="text-decoration:underline;">EBRD</span></a> and <a href="https://www.ifc.org/wps/wcm/connect/corp_ext_content/ifc_external_corporate_site/home"><span style="text-decoration:underline;">IFC</span></a>, and thank them for an opportunity to work on deal of this significance and magnitude."</p><p style="text-align:justify;">The deal for which Karanović & Nikolić won the award is the EUR 215 million financing of Čibuk 1, developed by Vetroelektrane Balkana<strong>.</strong> <strong>With an installed capacity of 158 MW, Čibuk 1 will be the largest windfarm in the Western Balkans. Apart from creating hundreds of new jobs and improving local infrastructure, this project should give a critical contribution to Serbia meeting its commitment to have 27% of its gross energy consumption coming from renewable energy sources by 2020.</strong> </p><p style="text-align:justify;">The Karanović & Nikolić core legal team – led by partners <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=368acf54-4c94-4ba6-af68-1ac41e1a4cb8"><span style="text-decoration:underline;">Maja Jovančević Šetka</span></a> and <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=f6c4e26a-dc45-4c1e-9b1d-54ff0409e168"><span style="text-decoration:underline;">Petar Mitrović</span></a>, with partner <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=3c428a91-491d-43e9-bb88-a2f5c67037e8"><span style="text-decoration:underline;">Katarina Gudurić</span></a> and associate <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=1bf91da2-b84a-49ab-8a4f-dfd408b26f14"><span style="text-decoration:underline;">Marija Vićić</span></a>, acting as the local counsel for EBRD and IFC, advised on all local law aspects of the financing, including the preparation of due diligence and support in the negotiations of the facility agreement and other financing and project documents. <a href="http://www.nortonrosefulbright.com/"><span style="text-decoration:underline;">Norton Rose Fulbright</span></a> from London acted as the international counsel to the lenders in this deal.</p><p style="text-align:justify;">Out of a total of <a href="http://ceelegalmatters.com/deal-of-the-year-nominees/8052-nominees-for-serbia"><span style="text-decoration:underline;">three deals which are in the finals</span></a> for the jurisdiction of Serbia, Karanović & Nikolić has been shortlisted with two – the Financing of Vektroelektrane Balkana and the <a href="/knnews/Pages/2017/08/Karanovic-Nikolic-Advises-on-OTP-Acquisition-of-Vojvođanska-Banka.aspx"><span style="text-decoration:underline;">National Bank of Greece's sale of Vojvođanska Banka to OTP</span></a>.</p><p>​</p>
Serbia: Athletics equipment distributors under investigation for failure to notify exclusivity Serbia: Athletics equipment distributors under investigation for failure to notify exclusivity | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/June/athletics-equipment-distributors-competition-commisssion-investigation-serbia-exclusivity-agreement.aspxSerbia: Athletics equipment distributors under investigation for failure to notify exclusivity Serbia: Athletics equipment distributors under investigation for failure to notify exclusivity | News | Karanović & Nikolić string;#01/06/2018<p style="text-align:justify;">Following a tip, the <a href="http://www.kzk.org.rs/en/"><span lang="EN-GB" style="text-decoration:underline;">Serbian Competition Commission</span></a> (the "<strong>Commission</strong>") recently started investigating the business relationship between GR Sport and Polanik, a Polish company, concerning an alleged infringement of competition – the conclusion of a restrictive agreement which was not notified for prior exemption under the applicable legal framework.</p><p style="text-align:justify;">During the preliminary inquiry, the Commission gathered data from both of the mentioned undertakings and established the following – <a href="http://www.grsport.rs/"><span lang="EN-GB" style="text-decoration:underline;">GR Sport</span></a> was an exclusive distributor of <a href="https://polanik.eu/"><span lang="EN-GB" style="text-decoration:underline;">Polanik</span></a> for the territory of Serbia continuously in the period between 2005 and 2016, originating with a 2005 contract, and renewed, from time to time, with certificates issued by Polanik. </p><p style="text-align:justify;">Unlike the EU's self-assessment rule, in Serbia, restrictive agreements which do not fall under block exemption have to undergo a specific administrative procedure before the Commission prior to implementation. This is the case in other jurisdictions in the region as well (e.g. Montenegro or Bosnia and Herzegovina). There may also be other specific rules applicable – as an example, the market share threshold for vertical agreements is set at 25%. As GR Sport and Polanik did not file for individual exemption during their exclusive relationship, this potentially puts them in breach of law and they might suffer a fine of up to 10% of the total annual turnover generated in Serbia.</p><p style="text-align:justify;">This the first time that the Commission tackled a failure to notify agreements for individual exemption, which demonstrates its willingness to fully apply the toolbox available under the existing legal framework. One of the hot topics in drafting the new competition law concerns the possibility of abolishing individual exemption and moving to a self-assessment system, further harmonizing the Serbian framework with the EU. It remains to be seen whether these changes will make it into the legislation, but in the meanwhile, companies should apply extra care when considering restrictive agreements affecting the local market.  </p><p>​</p>
Montenegro to Publish a Tender for a 200 MW Solar Power Plant Montenegro to Publish a Tender for a 200 MW Solar Power Plant | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/May/Montenegro-Tender-Solar-Power-Plant-Ulcinj.aspxMontenegro to Publish a Tender for a 200 MW Solar Power Plant Montenegro to Publish a Tender for a 200 MW Solar Power Plant | News | Karanović & Nikolić string;#18/05/2018<p style="text-align:justify;">​The <a href="http://www.gov.me/en/homepage/">Montenegrin Government</a> plans to publish a tender for the lease of state land for the purpose of constructing a solar power plant in the municipality of Ulcinj. According to the announcement, the tender envisages a total of 6,621,121 square meters of land for the planning, construction, exploitation, and maintenance of a solar power plant at Briska gora, in the very south of Montenegro.</p><p style="text-align:justify;">The plant is intended to have a total installed capacity of more than 200 MW, and will be completed in two phases. Phase one needs to be completed within 18 months after the signing of the contract, and phase two within 24 months after the first stage. </p><p style="text-align:justify;">Offers to lease the land and build the power plant can be submitted by investors with proven experience in building solar plants with an installed capacity of at least 100 MW, and that have reported gross incomes of more than EUR 100 million in the past three fiscal years. </p><p style="text-align:justify;">According to the Ministry's press release, the selected project is expected to sell electricity to the local grid through a long-term PPA on market terms. </p><p style="text-align:justify;">Local press reports indicate that the project may require a total investment of EUR 300 million, and two potential investors have already submitted letters of intent to the Montenegrin authorities.</p><p style="text-align:justify;">This will be the first tender for a large scale renewables project in <a href="/knnews/Pages/2014/10/21/Pioneering-Financing-Agreement-Adopted-in-Montenegro.aspx"><span lang="EN-GB" style="text-decoration:underline;">Montenegro since 2010 and the awarding of "concessions" for wind parks Krnovo and </span><span lang="EN-GB" style="text-decoration:underline;">Mo</span><span lang="SR-LATN-RS" style="text-decoration:underline;">žura</span></a>.</p>
Raiding the Cradle: Serbian Competition Commission Investigates Distributors of Childcare Products Raiding the Cradle: Serbian Competition Commission Investigates Distributors of Childcare Products | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/April/Serbian-Competition-Commission-Investigates-Childcare-Products.aspxRaiding the Cradle: Serbian Competition Commission Investigates Distributors of Childcare Products Raiding the Cradle: Serbian Competition Commission Investigates Distributors of Childcare Products | News | Karanović & Nikolić string;#30/04/2018<p style="text-align:justify;">On 24 April 2018, the <a href="http://www.kzk.org.rs/en/"><span lang="EN-GB" style="text-decoration:underline;">Serbian Competition Commission</span></a> (the "<strong>Commission</strong>") conducted dawn raids against local distributors of baby and infant products, <a href="http://www.yuglob.rs/"><span lang="EN-GB" style="text-decoration:underline;">Yuglob</span></a> and <a href="https://www.keprom.rs/home/"><span lang="EN-GB" style="text-decoration:underline;">Keprom</span></a>. The dawn raid was conducted on three locations in Belgrade, during which the Commission collected the documentation it considered necessary for further investigation.</p><p style="text-align:justify;">Dawn raids are commonly used as a specialised investigation tool by the Commission, whereby the Commission "storms" the business premises of the companies for the purpose of inspecting their compliance with the Competition Law. In Serbia, they have become a widely utilised mechanism for the detection of potential competition infringements, especially when combined with targeted sector inquiries. </p><p style="text-align:justify;">This time, the Commission stated that it had acted upon a reasonable assumption that the agreements concluded by the distributors could contain restrictive provisions on resale price maintenance, which could potentially represent a prohibited restrictive agreement. The market for childcare products is an especially sensitive one for Serbian consumers, as there have been public outcries about the perceived high margins in this sector in the past.</p><p>​</p>
New Serbian Law on Foreigners Adopted New Serbian Law on Foreigners Adopted | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/April/New-Serbian-Law-on-Foreigners-Adopted.aspxNew Serbian Law on Foreigners Adopted New Serbian Law on Foreigners Adopted | News | Karanović & Nikolić string;#25/04/2018<p style="text-align:justify;">In March 2018, the new Serbian Law on Foreigners was adopted, replacing the 2008 version of this law - in force until recently without any amendments. The new law will enter into force on 3 October 2018. </p><p style="text-align:justify;">While retaining the general concept of the previous law, the new legislation introduces certain novelties in terms of the residence permit process, as follows:</p><p style="text-align:justify;">-           The new law envisages the competence of the <a href="http://www.bia.gov.rs/index-eng.html">Security Information Agency </a>(<em>Bezbednosno informativna agencija</em>) in procedures related to the entrance and residence of foreigners in Serbia. <a href="http://arhiva.mup.gov.rs/cms_eng/home.nsf/index-eng.html">The Ministry of Interior</a> will now have to request an opinion from BIA on whether a foreigner's entrance or residence in Serbia represents a risk to national security;</p><p style="text-align:justify;">-           Unlike the previous law, the new legislation stipulates the right to appeal a decision by which a foreigner is prevented from entering in Serbia or by which a residence was not approved/prolonged to him/her. The deadline for the submission of the appeal is within 15 days since the respective decision is obtained;</p><p style="text-align:justify;">-           Certain new grounds for the approval of a temporary residence permit are prescribed by the new law, as well as grounds that were applicable in the practice but not recognized in the law. The new list of legal grounds for the approval of a residence permit now also includes: performing a religious service, medical treatments and care, owning real estate in Serbia, learning Serbian language for educational purposes etc.; and,</p><p style="text-align:justify;">-           Additionally, a foreigner who has already stayed in Serbia for four years, without interruption, on the basis of "joining a family" may be granted a residence permit independently of his/her relation to a relevant family member.</p><p style="text-align:justify;">Finally, the new law prescribes higher fines for foreigners who do not follow the provisions on a legitimate stay in Serbia, so the new maximum fine amount for foreigners, for any violation of the provisions of the law, is set to RSD 150,000 (approx. EUR 1,250).</p><p style="text-align:justify;"> </p><p style="text-align:justify;"> </p><p><span class="ms-rteStyle-Quote">​<em>The information in this document does not constitute legal advice on any particular matter and is provided for general informational purposes only.</em></span></p>
Karanović & Nikolić Recognized as Top Tier Law Firm by Legal 500 Karanović & Nikolić Recognized as Top Tier Law Firm by Legal 500 | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/April/Karanovic-Nikolic-Top-Tier-Law-Firm-Serbia-2018-Legal-500-rankings.aspxKaranović & Nikolić Recognized as Top Tier Law Firm by Legal 500 Karanović & Nikolić Recognized as Top Tier Law Firm by Legal 500 | News | Karanović & Nikolić string;#17/04/2018<p style="text-align:justify;">We are proud to announce that Karanović & Nikolić and its cooperating lawyers have once again been recognized as a top tier legal practice on the 2018 Legal 500 list of leading law firms. This prestigious UK-based directory provides comprehensive worldwide coverage on recommended law firms. </p><p style="text-align:justify;">"Karanović & Nikolić's newest rankings on the Legal 500 list presents the latest in a long line of recognitions we have obtained from world-leading independent legal directories. We are honoured by their continuous recognition of our hard work and diligence. We look forward to once again meeting and exceeding the expectations of our peers and clients, while delivering service of the highest quality", said Rastko Petaković, the Managing Partner of Karanović & Nikolić. </p><p style="text-align:justify;">This year, the Legal 500 has ranked Karanović & Nikolić and its cooperating lawyers as belonging to their Band 1 level in the following categories: Banking & Finance; Commercial, Corporate and M&A, Competition, Dispute Resolution, Employment, Projects and Energy, and Real Estate and Construction. Attorneys at law <a href="/people/darko-jovanovic"><span lang="EN-GB" style="text-decoration:underline;">Darko Jovanović</span></a>, <a href="/people/dragan-karanovic"><span lang="EN-GB" style="text-decoration:underline;">Dragan Karanović</span></a>, <a href="/people/rastko-petakovic"><span lang="EN-GB" style="text-decoration:underline;">Rastko Petaković</span></a>, <a href="/people/milan-lazic"><span lang="EN-GB" style="text-decoration:underline;">Milan Lazić</span></a>, <a href="/people/dragomir-kojic"><span lang="EN-GB" style="text-decoration:underline;">Dragomir Kojić</span></a>, <a href="/people/nihad-sijercic"><span lang="EN-GB" style="text-decoration:underline;">Nihad Sijerčić</span></a> and <a href="/people/milos-vuckovic"><span lang="EN-GB" style="text-decoration:underline;">Miloš Vučković</span></a> are recognized as leading practitioners, while <a href="/people/katarina-guduric"><span lang="EN-GB" style="text-decoration:underline;">Katarina Gudurić</span></a>, <a href="/people/ivan-nonkovic"><span lang="EN-GB" style="text-decoration:underline;">Ivan Nonković</span></a>, <a href="/people/bojana-miljanovic"><span lang="EN-GB" style="text-decoration:underline;">Bojana Miljanović</span></a>, <a href="/people/amina-djugum"><span lang="EN-GB" style="text-decoration:underline;">Amina Đugum</span></a>, <a href="/people/milica-savic"><span lang="EN-GB" style="text-decoration:underline;">Milica Savić</span></a> and <a href="/people/milena-jaksic-papac"><span lang="EN-GB" style="text-decoration:underline;">Milena Jakšić Papac</span></a> are praised as next generation lawyers.</p><p style="text-align:justify;">For 29 years, the <a href="https://www.legal500.com/"><span lang="EN-GB" style="text-decoration:underline;">Legal 500</span></a> has been analysing the capabilities of law firms across the world, with a comprehensive research programme revised and updated every year to bring the most up-to-date vision of the global legal market. Their rankings are based on feedback from 250,000 in-house peers and access to law firms' deals and confidential matters, independently assessed their researchers.</p><p>​</p>
Montenegrin Competition Agency takes over state aid control Montenegrin Competition Agency takes over state aid control | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/March/Montenegrin-Competition-Agency-takes-over-state-aid-control.aspxMontenegrin Competition Agency takes over state aid control Montenegrin Competition Agency takes over state aid control | News | Karanović & Nikolić string;#28/03/2018<p style="text-align:justify;">​As of recently, state aid control is a part of the <a href="http://www.azzk.me/novi/joomlanovi/en/"><span lang="EN-GB" style="text-decoration:underline;">Montenegrin Competition Agency</span></a>'s (the "<strong>Agency</strong>") scope of authority. The <a href="http://www.skupstina.me/index.php/en/"><span lang="EN-GB" style="text-decoration:underline;">Montenegrin Parliament</span></a> enacted a new State Aid Control Law (the "<strong>State Aid Law</strong>"), largely aligned with the EU legal framework - especially with Articles 107 and 108 of the TFEU. In the institutional sense, the new law grants the Agency the competence for reviewing state aid, since the former State Aid Commission was not considered a sufficiently operationally-independent authority - which represented an issue in Montenegro's EU accession negotiations (Chapter 8).</p><p style="text-align:justify;">As a result of the implementation of the new State Aid Law, beginning from the 8<sup>th</sup> of March 2018, aid grantors are given one year to review whether they granted aid compatible with the State Aid Law (and the EU legal framework, per the Stabilisation and Association Agreement between EU and Montenegro). Should the Agency consider existing aid incompatible with the rules following the one-year deadline, it will give the aid grantor recommendations on how to achieve compliance. The aid grantor is then entitled either to propose a plan for implementing those recommendations, or to provide an opinion as to why it considers the specific aid to be compatible. In the latter case, if the Agency rejects the arguments of the aid grantor, the authority may initiate an in-depth investigation.</p><p style="text-align:justify;">In conjunction with the new State Aid Law, the corresponding amendments to the Competition Law were enacted, making the Agency competent for all issues in relation to the protection of competition and state aid on the Montenegrin market. The body in charge (within the Agency) for state aid matters will be the Council – consisting of three members, the President of the Council and two other members appointed by the Government. </p><p style="text-align:justify;">The effects of the shift to one regulator being in charge of both antitrust and state aid control remain to be seen in the near future, after the Council renders its' first decisions. There is prior precedent in accession countries from the region entrusting these matters to a single authority (e.g. Croatia, Macedonia), while Serbia and Montenegro, up to now, have had separate authorities handling state aid control and competition. Ultimately, the authority will not be judged by its institutional make-up, but the results of its practice. </p>
Landmark Deal: PPF Acquires Telenor’s CEE Operations for 2.8 Billion Euros Landmark Deal: PPF Acquires Telenor’s CEE Operations for 2.8 Billion Euros | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/March/PPF-Acquires-Telenor-CEE-Operations.aspxLandmark Deal: PPF Acquires Telenor’s CEE Operations for 2.8 Billion Euros Landmark Deal: PPF Acquires Telenor’s CEE Operations for 2.8 Billion Euros | News | Karanović & Nikolić string;#23/03/2018<p style="text-align:justify;">Karanović & Nikolić, together with <a href="https://www.whitecase.com/">White & Case</a> as lead international counsel, advised PPF Group, the Czech investment firm, on the EUR 2.8 billion acquisition of <a href="https://www.telenor.com/">Telenor's</a> assets in Central and Eastern Europe. The transaction includes the Norwegian telecoms firm's mobile operations in Bulgaria, Hungary, Montenegro and Serbia, as well as the technology service provider Telenor Common Operation. The transaction requires necessary regulatory approval and is expected to be completed within Q3 2018. </p><p style="text-align:justify;">Karanović & Nikolić advised PPF Group in the transaction concerning operations in Serbia and Montenegro. Our Corporate team was led by senior partner <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=1f9a7104-07ae-497f-aefb-69507217ea71">Rastko Petaković</a> and partner <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=77527c2f-9a51-4979-8475-7b278ecee149">Miloš Jakovljević</a>, with associates <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=08bc904d-3465-4408-84fd-3c5fd477abaf">Sava Drača</a> and <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=66cf9e08-167e-4b43-8541-89c1a0626a2f">Sonja Guzina</a>, while the Finance team was led by senior partner <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=2bde9f18-b87d-4a22-82b7-d580b4199f91">Darko Jovanović</a>. </p><p style="text-align:justify;">"This is a landmark transaction that will certainly have great impact on the CEE telecommunications sector. We are very pleased that, together with our colleagues from White & Case, we advised on a deal that will reshape the regional telecoms milieu", said Rastko Petaković, Managing Partner at Karanović & Nikolić.</p><p style="text-align:justify;"><a href="https://www.ppf.eu/en/homepage">PPF Group</a> is the largest private investment group in CEE with approximately EUR 35 billion of assets under its control. PPF Group invests in various sectors, including banking, consumer finance, real estate, mining and telecommunications. Previous transaction experience includes the acquisition of O2 Czech Republic from Telefonica in 2013 and Nova Broadcasting Group in Bulgaria in 2018. </p>
Karanović & Nikolić Ranks as Leading Law Firm in Chambers Europe 2018 Karanović & Nikolić Ranks as Leading Law Firm in Chambers Europe 2018 | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/March/Karanovic-Nikolic-Leading-Law-Firm-Serbia-Chambers-Europe-2018.aspxKaranović & Nikolić Ranks as Leading Law Firm in Chambers Europe 2018 Karanović & Nikolić Ranks as Leading Law Firm in Chambers Europe 2018 | News | Karanović & Nikolić string;#14/03/2018<p style="text-align:justify;">​We are proud to announce that Karanović & Nikolić has once again emerged on top of the rankings on the most recent list of leading European law firms – the prestigious <a href="https://www.chambersandpartners.com/guide/europe/7">Chambers Europe 2018</a>. This year's edition of the Chambers Europe has highlighted seven different practice areas within the Karanović & Nikolić legal practice and cooperating offices as belonging to top tier level – Corporate/Commercial, Banking & Finance, Competition/Antitrust, Dispute Resolution, Employment, Energy and Real Estate.</p><p style="text-align:justify;">Commentating Karanović & Nikolić, its' business culture and professional approach for this year's Guide, clients have praised the practice for its "pool of knowledge and regional reach combined with really experienced individuals who are creative and pragmatic in relation to complex matters that have recently been introduced or are untested in the market."</p><p style="text-align:justify;">"From a law firm perspective, the Chambers Guides stand out as reference points for unbiased, up to date insight into how our clients see us, and not less importantly, how our peers see us. We are thankful for all the kind words all the referees shared about our partners and associates and we plan to be vigilant and sharper still, in meeting and exceeding their expectations", said <a href="/people/rastko-petakovic"><span lang="EN-GB" style="text-decoration:underline;">Rastko Petaković</span></a>, the Managing Partner of Karanović & Nikolić.</p><p style="text-align:justify;">The Chambers Guides have been ranking the best law firms and lawyers since 1990, and now cover 185 jurisdictions throughout the world. The rankings are based on their research team interviewing clients all year round. The Chambers Guides represent an excellent resource for finding outside counsel in countries where you may not already have a law firm relationship and irreplaceable tools for every in-house lawyer due to their comprehensive and accurate description of the legal professional worldwide.</p>
Karanović & Nikolić Shortlisted to Win the CEE Legal Matters 2018 Deal of the Year Award Karanović & Nikolić Shortlisted to Win the CEE Legal Matters 2018 Deal of the Year Award | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/February/KN-Shortlisted-to-Win-the-CEE-Legal-Matters-2018-Deal-of-the-Year-Award.aspxKaranović & Nikolić Shortlisted to Win the CEE Legal Matters 2018 Deal of the Year Award Karanović & Nikolić Shortlisted to Win the CEE Legal Matters 2018 Deal of the Year Award | News | Karanović & Nikolić string;#27/02/2018<p style="text-align:justify;">​Karanović & Nikolić is in the finals for the first ever Deal of the Year Award, organized by the renowned CEE Legal Matters magazine. Beginning in 2018, these accolades are a way of recognizing the biggest and most important deals by law firms in Central and Eastern European jurisdictions. Out of a total of <a href="http://ceelegalmatters.com/deal-of-the-year-nominees/8052-nominees-for-serbia">three deals which are in the finals</a> for the jurisdiction of Serbia, Karanović & Nikolić has been shortlisted with two: the <a href="/knnews/Pages/2017/10/Karanović-Nikolić-Advises-on-the-Financing-of-the-Largest-Windfarm-in-the-Western-Balkans.aspx">EBRD Financing of Vektroelektrane</a> – Čibuk Windfarm, and the <a href="/knnews/Pages/2017/08/Karanovic-Nikolic-Advises-on-OTP-Acquisition-of-Vojvođanska-Banka.aspx">National Bank of Greece's sale of Vojvođanska Banka to OTP</a>.</p><p style="text-align:justify;">In order to avoid any chance or possibility of favouritism or bias, The Deal of the Year Awards are strictly peer-judged. So, the winners are selected not by the organizers, but instead by a two-tiered panel of leading lawyers from across the region who do not themselves stand to benefit from the final results. </p><p style="text-align:justify;">The first tier of judges consists of senior partners at leading law firms in each CEE jurisdiction who have agreed to carefully review the submissions and rank them for complexity, size, and market significance.</p><p style="text-align:justify;">After that, the shortlisted deals are forwarded to the Final Selection Committee, which consists of CEE Legal Matters Knowledge Partners and attendees to the annual End of Year Expert Summit, who independently rank the final nominees, identifying the ultimate winner in each market. Critically, members of the Final Selection Committee are not allowed to vote on deals their own firms worked on.</p><p style="text-align:justify;">The winners will be announced on the 6th of June, 2018, at the CEE Legal Matters Annual Dinner and Awards Banquet.</p>
Alltech Sells its Factory in Serbia to Lesaffre Alltech Sells its Factory in Serbia to Lesaffre | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/February/Alltech-Sells-its-Factory-in-Serbia-to-Lesaffre.aspxAlltech Sells its Factory in Serbia to Lesaffre Alltech Sells its Factory in Serbia to Lesaffre | News | Karanović & Nikolić string;#21/02/2018<p style="text-align:justify;">Alltech - a leading global animal and crop nutrition company, sold its <strong>baking yeast factory in Senta, in northern Serbia, to</strong> Lesaffre - a<strong> leading global baking yeast and fermented products company. T</strong>he acquired factory will continue to produce baker's yeast for the Serbian market and yeast extracts for the food and animal feed industries. The transaction is in line with <a href="https://www.alltech.com/"><span lang="EN-GB" style="text-decoration:underline;">Alltech</span></a>'s continued focus on its core business in animal and crop nutrition.</p><p style="text-align:justify;">Karanović & Nikolić provided sell-side advisory services in this acquisition, and the team included partner <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=ec9b723f-4e8a-4ebd-9714-959ae2192629"><span style="text-decoration:underline;">Ivan Nonković</span></a>, <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=4826cdb4-5e4c-4a92-9aad-c053b6bfd567"><span style="text-decoration:underline;">Milijana Tomić</span></a> and <a href="/_layouts/15/FIXUPREDIRECT.ASPX?WebId=de941175-f8d4-4a41-8207-c9aec3e1e3b2&TermSetId=9c3dd502-4f62-4d66-9ef2-684258a8f9ed&TermId=eb6bf5a7-c5ee-4355-b781-9312718f6485"><span style="text-decoration:underline;">Marko Ćulafić</span></a>. The services performed included structuring of the transaction, as well as drafting and negotiating the transaction documents.</p><p style="text-align:justify;">"Alltech is pleased to sell this facility to a family group recognised internationally for its professionalism and the quality of its products and services.  It is the perfect company to acquire and drive the business for future growth. Alltech meanwhile will continue to focus on its core activities following unprecedented growth in recent years", stated Alric Blake, CEO of Alltech.</p><p style="text-align:justify;">Alltech, with its headquarters outside of Lexington, Kentucky, USA, has a strong presence in all regions of the world. With expertise in yeast fermentation, solid state fermentation and the science of nutrigenomics, the company is a leading producer and processor of yeast additives, organic trace minerals, feed ingredients, premix and feed.</p><p style="text-align:justify;"><a href="http://www.lesaffre.com/"><span lang="EN-GB" style="text-decoration:underline;">Lesaffre</span></a>, a multi-national and a multicultural company based in northern France with a EUR 2 billion turnover, employs more than 10.000 people in more than 75 subsidiaries based in 50 countries. </p>
Even More Sector Inquiries: Sportswear and Oil Retail under Scrutiny by the Serbian Commission Even More Sector Inquiries: Sportswear and Oil Retail under Scrutiny by the Serbian Commission | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/February/Even-More-Sector-Inquiries-Sportswear-and-Oil-Retail-under-Scrutiny-by-Serbian-Commission.aspxEven More Sector Inquiries: Sportswear and Oil Retail under Scrutiny by the Serbian Commission Even More Sector Inquiries: Sportswear and Oil Retail under Scrutiny by the Serbian Commission | News | Karanović & Nikolić string;#13/02/2018<p style="text-align:justify;">The Serbian Competition Commission (the "<strong>Commission</strong>") continues its diligent examination of the Serbian competitive landscape in specific industries, this time with inquiries in two more industries – sportswear (including footwear and sporting equipment) and oil (petroleum products). Once again, the aim behind the market test was to identify potential issues on the relevant markets and provide broader insight into the functioning of the relevant markets.</p><p style="text-align:justify;">Both of these industries have previously been of some interest to the Commission. <a href="/knnews/Pages/2017/12/Serbian-Commission-Cracks-Down-on-Sportswear-Retailers.aspx"><span lang="EN-GB" style="text-decoration:underline;">The Commission recently conducted dawn raids and fined several sportswear retailers for resale price maintenance</span></a>. The Commission has identified significant concentration on this market, giving rise to potential concerns about restrictive agreements in the industry, especially vis-à-vis the relationship between suppliers and resellers.</p><p style="text-align:justify;">Sector inquiries into the conditions in oil wholesale and retail have traditionally been high on the Commission's agenda, with a number of market investigations conducted into the past. The <a href="http://www.kzk.org.rs/en"><span lang="EN-GB" style="text-decoration:underline;">Commission</span></a> noted a trend of market growth in comparison to 2016, especially in relation to production of crude oil and import of diesel fuel. The Commission (sadly) noted limited progress being made in terms of the recommendations relevant to market development it issued in previous reports. The Commission stated that it would watch over the oil industry with great care and already announced a new inquiry in this sector starting in March and covering 2017. </p><p style="text-align:justify;">Sector inquiries have obviously been on the rise in the previous period, simultaneously contributing to the Commission's understanding of the workings of the markets identified as key to the Serbian economy and the antitrust awareness of market players. The next steps for both sector investigations and antitrust enforcement efforts spearheaded by the Commission remain to be seen and are eagerly awaited in the local competition community. </p><p>​</p>
Raspberries and IT: New Sector Inquiries by the Serbian Competition Commission Raspberries and IT: New Sector Inquiries by the Serbian Competition Commission | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/January/Raspberries-and-IT-New-Sector-Inquiries-by-the-Serbian-Competition-Commission.aspxRaspberries and IT: New Sector Inquiries by the Serbian Competition Commission Raspberries and IT: New Sector Inquiries by the Serbian Competition Commission | News | Karanović & Nikolić string;#29/01/2018<p style="text-align:justify;">​The Serbian Competition Commission (the "<strong>Commission</strong>") recently finished sector inquiries concerning quite distinct industries – raspberries and the public procurement for software and hardware. The aim behind the inquiries was to perform extensive market research and analysis in order to acquire a clearer picture of the possible antitrust issues and risks in two sectors widely perceived as strategic for the development of the Serbian economy.</p><p style="text-align:justify;">The Commission analysed two relevant markets within the broader ICT market - more specifically:</p><ul style="text-align:justify;"><li>the wholesale of software; and,</li><li>the wholesale of hardware (computers and computer equipment). </li></ul><p style="text-align:justify;">These markets are especially interesting in relation to the public procurement procedures, where the value of public procurements rose by 27% from 2014 to 2016, mostly in open bidding procedures. The <a href="http://www.kzk.org.rs/en"><span lang="EN-GB" style="text-decoration:underline;">Commission</span></a> identified four major contracting authorities, the largest of them being "Elektroprivreda Srbije" and six suppliers/bidders identified as largest by accounting for almost 50% of the value of the relevant public procurements. </p><p style="text-align:justify;">Having in mind the characteristics of these markets, <em class="ms-rteStyle-Quote">inter alia</em>, a small number of market players, few alternatives to the services provided, repetitive public procurement procedures, the Commission noted that bid rigging could be a potential cause for concern, and stated that it would dedicate special attention to working together with the relevant actors in rooting out any such practices in the future, in order to ensure a level playing field and efficient use of public resources. </p><p style="text-align:justify;">The second sector inquiry dealt with the markets for raspberry repurchase and export in the period between 2015 and 2017. The competitive conditions on these markets are likely especially interesting for the local authorities, since Serbia is one of the largest producers of raspberries in the world, accountable for approx. 10% of the raspberries grown globally. </p><p style="text-align:justify;">During the inquiry, the Commission determined that there are certain structural issues that might affect the relevant markets and the Serbian raspberry industry as a whole. The problems with a single repurchase price and long-term supply agreements gave rise to uncertainties concerning the value of raspberries produced and sold on the market. The Commission stressed the importance of including all the competent authorities and undertakings in order to solve these problems and maintain raspberries as a prominent and recognisable Serbian brand. </p><p style="text-align:justify;">The Commission ultimately concluded that it did not identify any <em class="ms-rteStyle-Quote">prima facie</em><span class="ms-rteStyle-Quote"> </span>evidence of competition infringements affecting either of these markets. However, this does not mean that the Commission, now armed with more detailed information on the competitive environment, would not scrutinize the behaviour of specific market players at some point in the future. </p>
Permit-free Regime for Construction in Montenegro Permit-free Regime for Construction in Montenegro | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/January/Permit-free-Regime-for-Construction-in-Montenegro.aspxPermit-free Regime for Construction in Montenegro Permit-free Regime for Construction in Montenegro | News | Karanović & Nikolić string;#18/01/2018<p style="text-align:justify;">The new Construction Law entered into force in Montenegro and it is meant to unify construction, zoning regulations and deal with illegal objects. However, some provisions of the old Construction Law still remain in force, until the adoption of the General Regulation Plan.</p><p style="text-align:justify;">The new Construction Law completely changed the legal regime of construction in Montenegro. It aims to simplify and compile spatial planning, boost the construction industry and deal with historical issues concerning the massive construction of illegal objects. It also aims to further centralise the decision-making processes in this industry. </p><h3>Authority centralisation</h3><p style="text-align:justify;">Perhaps the most important novelty under the new Construction Law is that that there will be only two spatial planning documents for the territory of Montenegro (instead of hundreds of so far enacted documents). Both plans will be enacted by the Parliament upon the <a href="http://www.gov.me/en/homepage"><span lang="EN-GB" style="text-decoration:underline;">Government's</span></a> preparation and proposal. Those are:</p><ul style="text-align:justify;"><li>the Spatial Plan of Montenegro, which is a general planning document, that is to be valid 20 years after the adoption; and,</li><li>the General Regulation Plan, which is a more detailed zoning plan, that is to be valid 10 years after the adoption.</li></ul><p style="text-align:justify;">The Spatial Plan of Montenegro is a higher ranked planning document. It will regulate the strategic guidelines for spatial planning, the basis for the development and spatial organisation and the policy of spatial usage, the concept for maritime spatial planning, the general guidelines for the adoption of the General Regulation Plan, as well as principles for the preservation of cultural heritage and environmental protection. </p><p style="text-align:justify;">Strategic principles and guidelines set out in the Spatial Plan will be further developed under the General Regulation Plan – which will provide the conditions and the manner for spatial development and construction. This plan will completely encompass the territory of Montenegro, and it will regulate construction capacities. Specifically, it will provide for spatial designation, the conditions for its development, building capacities and boundaries, parcelling rules etc. The General Regulation Plan is planned for adoption within the next 36 months. Until then, all currently applicable spatial plans and zoning documents remain in force.</p><h3>A new construction and usage regime</h3><p style="text-align:justify;">Another major novelty is that the permitting system is replaced with a permit-free regime. This means that one is no longer required to obtain a construction or usage permit. In order to construct, an investor is required to prepare a report for construction, an audited main design and other necessary documents. Upon the finalisation of the construction, instead obtaining the usage permit, the new object should only be registered at the competent Land Registry.</p><p style="text-align:justify;">The permitting regime still applies to the most complex construction projects, such as, for example, heavy industry and energy facilities. </p><h3>Chief state/city architects</h3><p style="text-align:justify;">The New Law introduces two new instances which will play the main role in the construction process. These are chief state architect and city architects. The chief state architect will be in charge of all projects of national interest and will guide the legalisation of objects. His role is also to ensure the protection of authenticity of the space and the promotion of best practice in areas of urbanism and architecture. The city architects will be in charge of approving concept designs of buildings, squares and other public areas in settlements, verifying the compliance of concept designs with the urban projects, and approving temporary constructions. The chief state architect is elected by the Government, while the chief city architects are elected by local municipalities.</p><h3>(Un)Developed construction land fees</h3><p style="text-align:justify;">A new burden for the owners of construction land is that they will be obliged to pay a monthly land development fee, for the undeveloped construction land in their ownership. After the development, the owner is obliged to pay monthly city land rent. The amounts of these fees will be determined by local municipalities - which is expected to occur within 60 days upon the adoption of the General Regulation Plan.</p><p> </p><p> </p><p><em class="ms-rteStyle-Quote">The information in this document does not constitute legal advice on any particular matter and is provided for general informational purposes only.</em></p><p>​</p>
Karanović & Nikolić Shortlisted to Win Another Law Firm of the Year Award Karanović & Nikolić Shortlisted to Win Another Law Firm of the Year Award | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/January/Karanovic-Nikolic-Shortlisted-to-Win-Another-Law-Firm-of-the-Year-Award.aspxKaranović & Nikolić Shortlisted to Win Another Law Firm of the Year Award Karanović & Nikolić Shortlisted to Win Another Law Firm of the Year Award | News | Karanović & Nikolić string;#16/01/2018<p style="text-align:justify;">After winning the <a href="/knnews/Pages/2017/03/17/Karanovic-Nikolic-wins-the-award-for-Law-firm-of-the-year-in-Eastern-Europe-and-the-Balkans-by-The-Lawyer.aspx"><span lang="EN-GB" style="text-decoration:underline;">Law Firm of the Year awards in 2014 and 2017</span></a>, Karanović & Nikolić is once again a finalist for this prestigious recognition. The awards, now in their ninth year, are organised by <a href="https://www.thelawyer.com/">The Lawyer</a>, a prestigious British weekly magazine for lawyers and in house counsel. According to the organisers, this year's contest is particularly fierce. </p><p style="text-align:justify;">The Lawyer awards are meant to reward and celebrate excellence across the European legal market. Karanović & Nikolić has been shortlisted for the fourth consecutive time in the category Eastern Europe and the Balkans and the overall Law Firm of the Year category. The <a href="http://www.thelawyereuropeanevent.com/2018-shortlistcategories/2018-shortlist"><span lang="EN-GB" style="text-decoration:underline;">shortlisted firms</span></a> have been selected by the judges as having demonstrated excellence in their work over the past year, setting themselves apart from the rest of the legal industry. Each entry is scrutinised for its quality based on highly demanding criteria and the winners are selected for their commitment to excellence and clear strategic vision.</p><p style="text-align:justify;">The awards ceremony will take place on Thursday, the 15<sup>th</sup> of March 2018, at Grange Tower Bridge, London. It will welcome over 350 managing and senior partners from across the continent to celebrate the success of the industry's top law firms.</p>
Serbian Commission Fines Another Bid Rigging Cartel Serbian Commission Fines Another Bid Rigging Cartel | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/January/Serbian-Commission-Fines-Another-Bid-Rigging-Cartel.aspxSerbian Commission Fines Another Bid Rigging Cartel Serbian Commission Fines Another Bid Rigging Cartel | News | Karanović & Nikolić string;#09/01/2018<p style="text-align:justify;">The Serbian Competition Commission (the "<strong>Commission</strong>") recently fined four undertakings for bid rigging in the public procurement for the maintenance of train wagons. The contracting authority, the "Nikola Tesla" power plant, which represents the largest electricity-producing complex in Serbia, informed the Commission about possible collusion in public procurement for repair services for the train wagons it uses in coal transportation. </p><p style="text-align:justify;">Following this tip-off, the <a href="http://www.kzk.org.rs/en"><span lang="EN-GB" style="text-decoration:underline;">Commission</span></a> initiated an official investigation, including dawn raids at the premises of bidders. <em>Inter alia</em>, the Commission looked at historical tenders and price fluctuations, as well as deviations and inconsistencies in the bidders' own offers. However, the crowning evidence came from the notes from the meeting between the bidders, whereby they seemed to have clearly allocated the lots and pricing, correlating to the results of the public procurement procedure. The representatives of the bidders made the notes prior to the 18<sup>th</sup> of January 2016, when the bids were opened. Further questioning of the representatives and employees of the bidders determined that the bidders actually met regularly to discuss the market conditions, further developments in the industry etc. and used such meetings to divide up the tender among themselves, in a classic cartel. The Commission imposed a fine in the amount of 2% of the total annual revenue generated for each undertaking in the public procurement procedure (including MIP RŠV, Inter-mehanika, Tatravagonka bratstvo and Šinvoz). </p><p style="text-align:justify;">However, the Commission refrained from imposing a ban on participating in tenders, as it considered that this would lead to a temporary market exit for almost half of the market players, with three other market players currently undergoing bankruptcy.</p>
Karanović & Nikolić Promotes New Senior Partner and Six Partners* Karanović & Nikolić Promotes New Senior Partner and Six Partners* | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2018/January/Karanovic-Nikolic-Promotes-New-Senior-Partner-and-Six-Partners.aspxKaranović & Nikolić Promotes New Senior Partner and Six Partners* Karanović & Nikolić Promotes New Senior Partner and Six Partners* | News | Karanović & Nikolić string;#03/01/2018<p style="text-align:justify;">Karanović & Nikolić is pleased to welcome Marko Ketler as its new Senior Partner, as well as Ivan Nonković, Goran Radošević, Ivana Dišović, Katarina Gudurić, Jaka Simončič and Petar Mitrović who have been named Partner. We are proud to announce the promotion of these attorneys at law cooperating with Karanović & Nikolić who have demonstrated their utmost professional excellence and in such a way contributed to strengthening our international practice and furthering the legal network's reputation as a regional legal powerhouse.</p><p style="text-align:justify;">Managing Partner, <a href="/people/rastko-petakovic"><span lang="EN-GB" style="text-decoration:underline;">Rastko Petaković</span></a>, said: "These individuals represent the next generation of Karanović & Nikolić. Clients and peers recognize them as leading experts in their fields. They embody our core values, creativity and commercial approach. Often on the cutting-edge areas of the law, and with full commitment to our clients and teamwork, they have greatly contributed to the growth of our practice."</p><p style="text-align:justify;"><a href="/people/marko-ketler"><span lang="SR-LATN-RS" style="text-decoration:underline;">Marko Ketler</span></a> is a highly experienced transaction lawyer with a wealth of experience in corporate law, mergers and acquisitions and banking and finance. Marko has immense professional experience and niche expertise in takeovers, advising on the sale of non-performing loans and international financings.</p><p style="text-align:justify;"><a href="/people/ivan-nonkovic"><span lang="SR-LATN-RS" style="text-decoration:underline;">Ivan </span><span lang="SR-LATN-RS" style="text-decoration:underline;">Nonkovi</span><span lang="EN-GB" style="text-decoration:underline;">ć</span></a>, recognised for his keen professional and commercial insights, focuses on mergers and acquisitions, takeovers, privatisations and corporate restructurings where he represents both public and private companies, as well as private equity firms in a variety of domestic and international transactions. Ivan's broad experience includes counselling clients in a variety of industries, including healthcare, energy, retail, consumer products and services, manufacturing and banking.</p><p style="text-align:justify;"><a href="/people/goran-radosevic"><span lang="SR-LATN-RS" style="text-decoration:underline;">Goran Radošević</span></a> is renowned for his ingenuity and strategic advice. Thanks to the breadth of his professional experience, he advises on a wide range of corporate and commercial law matters. His areas of expertise include contractual law, consumer protection, data protection, healthcare, public procurement, regulatory and compliance, anti-corruption, IT and intellectual property.</p><p style="text-align:justify;"><a href="/people/ivana-disovic"><span lang="SR-LATN-RS" style="text-decoration:underline;">Ivana Dišović</span></a> is highly experienced in employment law and labour relations, and regularly advises both leading multinationals, as well as domestic companies, on all types of dispute resolution in the context of employment law, including litigation in the civil courts, arbitration and mediation of employee claims including in respect of dismissals, discrimination and equality, and other labour dispute resolution matters. She also represents clients in corporate and commercial litigation and has in-depth knowledge of the pharma and FMCG sectors.</p><p style="text-align:justify;"><a href="/people/katarina-guduric"><span lang="EN-GB" style="text-decoration:underline;">Katarina Gudurić</span></a> brings unique perspective from the business world, joining the knowledge of what clients look for with in-depth legal professionalism. She advised clients in many major infrastructure transactions in Serbia and has extensive experience in transactions involving international banks and leading financial institutions, advising both lenders and the borrowers in a wide range of industries. She also specializes in the areas of insurance business and FX transactions. </p><p style="text-align:justify;">Jaka Simončič is widely recognised for his breadth of knowledge and understanding of all aspects corporate / commercial and banking & finance matters. His expertise encompasses a full range of corporate work, principally in mergers and acquisitions and restructurings. Jaka also advises on privatisations, reorganisations, financing, data protection and other commercial arrangements and associated regulatory issues. </p><p style="text-align:justify;"><a href="/people/petar-mitrovic"><span lang="SR-LATN-RS" style="text-decoration:underline;">Petar Mitrović</span></a> has played a leading role in some of the most high-profile energy projects related to both the development of new energy facilities and projects that aim to improve the regulatory framework for renewable energy sources. He is recognised as a top energy lawyer among relevant stakeholders. Petar is also a highly experienced tax attorney and he focuses on issues related to VAT and corporate income tax, general corporate law and M&A. </p><p style="text-align:justify;"> </p><p style="text-align:justify;"> </p><p style="text-align:justify;">*<span class="ms-rteStyle-Quote">The terms "Partner" and "Senior Partner" refer to independent attorneys at law with adequate professional qualifications or standing in the respective jurisdiction in which any such person is a qualified attorney at law. </span></p>
Karanović & Nikolić Becomes a Member of the Digital Serbia Initiative Karanović & Nikolić Becomes a Member of the Digital Serbia Initiative | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2017/12/Karanovic-Nikolic-Becomes-a-Member-of-the-Digital-Serbia-Initiative.aspxKaranović & Nikolić Becomes a Member of the Digital Serbia Initiative Karanović & Nikolić Becomes a Member of the Digital Serbia Initiative | News | Karanović & Nikolić string;#29/12/2017<p>Karanović & Nikolić is proud to announce that our firm has become a member of Digital Serbia. This initiative was founded with the idea of creating an environment for Serbian technological companies to become regional leaders in their respective fields, and by doing so contribute to creating new jobs and improving the overall quality of life. Karanović & Nikolić is committed to creating and improving Serbia's digital and technological ecosystem.</p><p>To view Digital Serbia's holiday video, please follow this <a href="https://www.youtube.com/watch?v=Wc4SjxRtteY"><span style="text-decoration:underline;">link</span></a>. </p><p>​</p>
Serbian Commission Cracks Down on Sportswear Retailers Serbian Commission Cracks Down on Sportswear Retailers | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2017/12/Serbian-Commission-Cracks-Down-on-Sportswear-Retailers.aspxSerbian Commission Cracks Down on Sportswear Retailers Serbian Commission Cracks Down on Sportswear Retailers | News | Karanović & Nikolić string;#28/12/2017<p style="text-align:justify;">The Serbian Competition Commission (the "<strong>Commission</strong>") recently fined fifteen sporting goods retailers for vertical resale price maintenance. The Commission determined that the involved undertakings infringed competition law by entering into restrictive agreements on the relevant markets of wholesale and retail sale of sportswear, footwear and sporting equipment.</p><p style="text-align:justify;">The <a href="http://www.kzk.org.rs/en"><span lang="EN-GB" style="text-decoration:underline;">Commission</span></a> initiated an <em>ex officio</em> investigation on 18<sup>th</sup> of August, 2016, with a dawn raid on the premises of "N SPORT", a major local distributer of sporting brands. The Commission collected sale and purchase agreements of the supplier and a number of local retailers, including the price lists of certain sport brands (Puma, Sergio Tacchini, Russell Athletic etc.).</p><p style="text-align:justify;">The agreements in question obliged the buyers to apply resale prices determined by <a href="https://www.n-sport.net/"><span lang="EN-GB" style="text-decoration:underline;">N SPORT</span></a>, together with a prohibition on promotions without N SPORT's prior approval. The supplier used various methods for ensuring that the buyers complied with the resale price maintenance obligation, including a reduction in rebates and ultimately termination of the agreement. </p><p style="text-align:justify;">The Commission established that all fifteen relevant agreements contained provisions that in various ways determined the resale price for wholesale and retail sale. Ultimately, all of the involved undertakings were fined, with fines ranging from 0.2% to 0.62% of the total annual turnover generated by the undertakings in 2015. The largest individual fine was issued against the supplier "N SPORT" in the amount of RSD 16,525,732.75 (approx. EUR 140,000). </p><p>​</p>
Serbian Bankruptcy Law Amended Serbian Bankruptcy Law Amended | News | Karanović & Nikolić https://www.karanovic-nikolic.com/knnews/Pages/2017/12/Serbian-Bankruptcy-Law-Amended.aspxSerbian Bankruptcy Law Amended Serbian Bankruptcy Law Amended | News | Karanović & Nikolić string;#26/12/2017<p style="text-align:justify;">After two long years of analysing and debating, the <a href="http://www.parlament.rs/national-assembly.467.html"><span lang="EN-GB" style="text-decoration:underline;">Serbian Parliament</span></a> adopted changes to the Bankruptcy Law and they have entered into force on the 25<sup>th</sup> of December, 2017.</p><p style="text-align:justify;">The idea was to improve the position of secured creditors and to provide clarity to certain provisions that caused conflicting interpretations in practice. Changes will apply only to bankruptcies initiated after the changes entered into force. Although most of the novelties allow secured creditors increased control over the bankruptcy proceedings, it remains to be seen whether these changes will achieve the desired goals in practice. </p><h3 style="text-align:justify;">The position of secured creditors improved</h3><p style="text-align:justify;">Historically, secured creditors have not had any impact to how the secured asset is being treated. There have been numerous examples of prolonging the settlement of secured creditors' claims with little to no influence on this situation by the secured creditors themselves. The newly adopted amendments are supposed to improve this by introducing several new roles of secured creditors. The most crucial improvements are the following: </p><ul style="text-align:justify;"><li>The creditors board must have one secured creditor as a member;</li><li>A secured asset cannot be put under lease without the approval of a secured creditor whose claim is secured by that particular asset. If the secured asset is put under lease, the secured creditor is allowed to collect a portion of the rent, in the amount determined by the acting judge. Interestingly enough, this share in collecting the rent is not treated as a settlement of the claim;</li><li>A secured creditor who is interested in buying a secured asset within bankruptcy is now allowed to set-off its claim with the price reached at the public sale;</li><li>The bankruptcy judge approves upon request by the secured creditor its right to sell the secured asset in any manner it finds appropriate (there is no constraint to sell under rules applying to a sale in bankruptcy proceedings) within 9 months; and,</li><li>Secured creditors are given pre-emptive rights in a direct sale of the secured asset.</li></ul><h3 style="text-align:justify;">Engagement of licensed evaluators</h3><p style="text-align:justify;">A very welcome novelty is a mandatory engagement of licensed real estate evaluators. This amendment serves to harmonise the Bankruptcy law with the recently enacted Law on evaluators (<em>Official gazette 108/16</em>), that prescribes that only evaluators, licensed in accordance with this Law, are allowed to evaluate assets in bankruptcy. It remains to be seen how this provision will apply to court experts, traditionally engaged for this type of work. In any event, these amendments will certainly improve the quality of evaluations, given that before the amendments, the bankruptcy manager was allowed to evaluate the property subject to sale at its own discretion, which often led to conflicts with secured creditors. </p><h3 style="text-align:justify;">Possibility to change acting bankruptcy manager at any point in the proceedings</h3><p style="text-align:justify;">The creditors' board now has the power to remove the current bankruptcy manager and appoint a new bankruptcy manager without any reasoning, at any stage of the proceedings. The only requirement is that they make this decision by a ¾ majority. </p><h3 style="text-align:justify;">Reduced threshold for liquidation vote, no option to prolong reorganisation deadlines </h3><p style="text-align:justify;">The previous 70% of claims entitled to vote out liquidation at the first creditors hearing has now been reduced to 50%. Also, the option of prolonging deadlines to submit a reorganisation plan has now been revoked and only one amendment of the reorganisation plan is now allowed.</p><h3 style="text-align:justify;">The effect of bankruptcy to arbitral clauses </h3><p style="text-align:justify;">There has been a long debate as to how bankruptcy affects the arbitration clause. The Bankruptcy law provides for the exclusive jurisdiction of the court handling the bankruptcy to any dispute involving the bankruptcy debtor, which contradicts the effect of arbitral clauses within dispute resolution mechanisms. These new amendments bring clarity to this, with an unusual approach. Arbitral proceedings, if initiated before bankruptcy, can be continued, should the claim subject to arbitration be disputed in bankruptcy. </p><p style="text-align:justify;">However, the amendments exclude the possibility of starting the arbitration after the bankruptcy was initiated and after a claim, not previously subject to arbitration, is disputed in bankruptcy. This provision requires increased diligence on the side of creditors who, for the sake of upholding the arbitral clause, would need to closely monitor financial and legal status of the debtor and initiate arbitration prior to bankruptcy being opened over their debtor.</p><p style="text-align:justify;"> </p><p style="text-align:justify;"> </p><p><span class="ms-rteStyle-Quote">​<em>The information in this document does not constitute legal advice on any particular matter and is provided for general informational purposes only.</em></span></p>