At its session on 25 September 2015, the Croatian Parliament
adopted the Act on Amendments to the Capital Markets Act
("Act"). This Act transposes Directive 2013/50/EU and all
of its subsequent amendments into Croatian law. The Act will enter
into force on 21 October 2015, with the obligations regarding
quarterly financial reports entering into force as of 1 January
2016.
Alongside fines and administrative measures against non-compliant
issuers, the Act also regulates financial reporting by issuers
whose securities are listed on the regulated market. Primarily, the
Act obliges Croatian-based issuers to report to the regulated
market on a quarterly, semi-annual and annual basis. However, this
Act also regulates and extends the terms for preparing and
publishing semi-annual and fourth quarter reports. The period
during which published reports must be publicly available has been
extended from five to ten years as of their first publication
date.
In order to ensure the transparency of corporate ownership, the
changes in voting rights that need to be reported now include all
financial instruments that provide their holder with the same
economic rights as bestowed through the ownership of shares or the
right to acquire shares. Additionally, the Act introduces the
possibility of suspending voting rights for holders of shares and
financial instruments who do not comply with the notification
requirements.
The Act provides a more precise determination of the home country
of the issuer. The official register of regulated information
(European electronic access point and unified electronic form for
reporting) will be managed by the Croatian Financial Services
Supervisory Agency and the register will become the officially
established national mechanism for storing and publishing regulated
information.
The amendments to the Capital Markets Act grant the regulator more
authority in the application of administrative sanctions and
measures, including for the application on misdemeanours. All
administrative measures and sanctions will be published on the
website of the Croatian Financial Services Supervisory Agency.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.