Regulatory Alerts2022-10-11
Official Position on the Application of Article 13(3)(2) of the Companies Takeover Act
The Croatian Financial Services Supervisory Agency (Hanfa) issued this Official Position to clarify how Article 13(3)(2) of the Companies Takeover Act applies when a takeover obligation is established by decision without an accompanying execution order. It establishes that the prohibition on exercising voting rights for the offeror and persons acting in concert arises from the finality of Hanfa's decision, regardless of whether an execution order is included in that same decision or issued separately. Consequently, voting rights are suspended from the decision's finality until payment and transfer of deposited shares, with specific timing adjustments depending on whether administrative proceedings are initiated or the obligation is undisputed.