The end of 2021 has marked adoption of the new Law on Capital Market (the “Law”) in Serbia, which was published on 28 December 2021. The Law was adopted in line with the recently enacted Strategy for Development of the Capital Market for the period 2021-2026 and within a wider process of accession of Serbia to the EU.
The aim of the Law is to further harmonize local legal and institutional framework with the EU rules and to have stimulative effect on the market and market participants, The main specific aims include regaining of investors’ trust and their interest to invest, increased transparency, enhanced security of financial market, which all should contribute to development of the capital market and provide additional sources of financing for companies in Serbia.
The Law brings a completely new comprehensive set of rules in line with the relevant EU regulations governing markets in financial instruments (MiFID I and MiFID II), prospectus, investor-compensation schemes, transparency, securities settlement and market abuse. In relation to the current Law on Capital Market, which was adopted in 2011 and was partially aligned with the EU acqui at that time, the Law introduces new rules concerning: (i) dematerialized securities and operations of entities authorized to perform transactions with financial instruments, (ii) conditions and forms of organized trading with financial instruments, (iii) a new institution of data reporting services provider, (iv) improvement of the quality of the information received by clients regarding investment services, (v) greater regulatory requirements especially with regard to new trading platforms and high-frequency and algorithmic trading, (vi) the obligations of participants in the capital market regarding market abuses and (vii) the wider supervisory obligations and sanction powers of the Securities Commission.
The Law enters into force on 5 January 2022, but will start to apply with a one year delay i.e. from 6 January 2023. At that moment the old Law on Capital Market will cease to apply.
Broker-dealer companies and credit institutions that have received an operating license from the Securities Commission until the day this law enters into force are obliged to harmonize their operations and acts with the provisions of the Law, within one year from the date of entry into force.
On an institutional level, the Law determines that the Securities Commission is obliged to adjust its organization in accordance with this Law and to adopt regulations for its implementation within six months from the date of entry into force of this Law, while the Deposit Insurance Agency which organizes and manages the Investor Protection Fond, the Central Securities Depository, and Clearing House, and the Belgrade Stock Exchange are obliged to organize and harmonize its acts with the provisions of this Law, within nine months from the date of entry into force.
The information in this document does not constitute legal advice on any particular matter and is provided for general informational purposes only.
By Maja Jovancevic Setka, Partner, independent Attorney at Law in cooperation with Karanovic & Partners, and Velimir Perovic, Junior Associate, Karanovic & Partners