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On 19 November 2021 the Parliament of the Republic of Serbia enacted yet another amendment to the Company Law. This is the seventh change of this piece of legislation in its 10 year long legal life. We focus here on the two which may have far-reaching consequences to the landscape of limited liability companies (LLC) in Serbia.

On September 24, 2021, CEE Legal Matters reported that Karanovic & Partners had announced it entered into an agreement with Gypsy Roma Urban Balkan Beats to provide ongoing pro bono legal support on contracts, scholarships, and copyright matters. CEE In-House Matters spoke with Caroline Roboh, Founder and CEO of Gypsy Roma Urban Balkan Beats (GRUBB), to learn more about the matter.

On 17 November 2021, the National Assembly of the Republic of Serbia adopted the amendments to the Companies Act (“Official Gazette of the RS”, No. 109/2021) (the „Act“) which entered into force on 27 November 2021.

On November 16, 2021, the Law on Amendments to the Law on Procedure of Registration in the Business Registers Agency (Official Gazette of RS no. 105/2021) (the “Law”) has entered into force, while the application of certain provisions has been postponed for the prescribed period.

On 28 October 2021, Energy Agency of the Republic of Serbia (“AERS”) adopted Rules on prevention of abuse in electric energy and natural gas market (“Rules”), that were published in the Official gazette of the Republic of Serbia 103/2021. The Rules are drafted in line with the Decision of Ministerial Council of the Energy Community no. D/2018/10/Mc-EnC, implementing Regulation (EU) No 122712011 of the European Parliament and of the Council on wholesale energy market integrity and transparency.

Serbia has a long-standing tradition in the protection of intellectual property rights. The Kingdom of Serbia was even one of the first 11 signatories of the Paris Convention in 1883.

On October 25, 2021, CEE Legal Matters reported that Karanovic & Partners had advised the Innovation Fund of the Republic of Serbia (IF) on launching the Katapult start-up accelerator in Serbia. CEE In-House Matters spoke with Mladjan Stojanovic, Program Manager at the Innovation Fund, to learn more about the matter.

On November 16, 2021, amendments to the Law on Free Access to the Information of Public Importance (the “Law”) entered into force, as they had been published in the Official Gazette of the RS no. 105/2021 of November 8, 2021, whereby they were passed for the purpose of alignment with relevant regulations adopted in the meantime, such as the Law on Data Secrecy and the Law on Personal Data Protection, and international standards in the respective field, as well as introduction of mechanisms to ensure that the authorities act in accordance with their legal duties, and that information seekers enact their rights under the Law exclusively for the purposes stipulated therein.

In 2020 and 2021 there were no developments towards the adoption of the new law and bylaws regarding competition/antirust (a process that started in 2017), probably due to the coronavirus pandemic. Certain changes in respect to the enforcement of competition rules were introduced during 2020, due to COVID-19, such as a new manner of communicating with the Serbian Competition Commission, a prolongation of the deadlines during the state of emergency in Serbia, etc. However, all subject changes have been put out of force and are being restored to the state prior to COVID-19.

The Government of Serbia has recently adopted the Proposal for Amendments to the Companies Law (the “Proposal”), which official text states that its primary goal is to promote the protection of minority shareholders, in accordance with measures provided by the Action Plan of the Program for Improvement of Position of the Republic of Serbia on the World Bank’s Business List – Doing Business for the period 2020-2023. In addition, the respective novelties imply other changes as well, the most significant being those referring to the position of entrepreneurs, and court protection in case of business address abuse.

The Law on Amendments to the Law on Tax Procedure and Tax Administration (Official Gazette of RS, no. 96/2021) (the “Law”) was adopted on October 16, 2021. The novelties introduced by this piece of regulation particularly include those referring to the filing of tax application for calculated mandatory social insurance contributions for company founders and/or shareholders, deferral of interest payment for settled obligations, replacement of insurance instruments for collection of due taxes, and issuance of additional record.

The Government of the Republic of Serbia has recently proposed amendments to the tax laws, including amendments to the Law on Personal Income Tax (‘PIT Law’), Law on Mandatory Social Contributions (‘SSC Law’) and the Law on Corporate Income Tax (‘CIT Law’).

Serbia Knowledge Partner

SOG in cooperation with Kinstellar is a full-service business law firm in Serbia that provides foreign and domestic clients with premium-quality legal advice and assistance across a wide range of key areas of corporate law. The firm was founded in 2015 by a group of seasoned, internationally-trained lawyers. SOG has developed a distinctively dynamic culture, bringing together top talent, fostering entrepreneurship, and maintaining exceptional relationships with its clients.

SOG has achieved consistent growth in the volume of its business, accompanied by an exponential increase in the number of hired associate lawyers and the firm’s network of business contacts. SOG has a robust client base of multinationals, investment and private equity firms, and financial institutions. Clients praise SOG for being commercially minded, very responsive and knowledgeable.

Establishing permanent cooperation with Kinstellar is part of realising SOG's long-term development strategy to be the leading provider of legal services in the Western Balkans market.

Firm's website: https://www.kinstellar.com/

 

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