Law on Pension Insurance Companies – Unofficial Consolidated Text (NN, No. 22/14, 29/18, 115/18, 156/23, 52/25 and 13/26)

Croatian Financial Services Supervisory Agency, 10000 Zagreb, Franje Račkoga 6, P.O. Box 164, Croatia t: 01 6173 200, f: 01 4811 507, e: info@hanfa.hr, OIB: 49376181407, MB: 02016419, w: www.hanfa.hr LAW ON PENSION INSURANCE COMPANIES (NN, No. 22/14, 29/18, 115/18, 156/23, 52/25 and 13/26 – Unofficial Consolidated Text)
CHAPTER I.
GENERAL PROVISIONS
Article 1.
This Law regulates:
– the establishment, operation and termination of pension insurance companies that pay pensions within mandatory and voluntary pension insurance based on individual capitalised savings, as well as the payment of pensions based on a single lump-sum payment by persons to a pension insurance company and cross-border operations – mandatory and voluntary pension programmes based on individual capitalised savings, pension programmes based on a single lump-sum payment by persons to a pension insurance company – pensions and their payment. Transposition of European Union legislation
Article 2. (NN 13/26)
This Law transposes the following European Union directives into Croatian legislation:
– Council Directive 88/361/EEC of 24 June 1988 for the implementation of Article 67 of the Treaty (OJ L 178, 8. 7. 1988.)
– Council Directive 98/49/EC of 29 June 1998 on the protection of employees and self-employed persons who move within the Community in respect of supplementary pension rights (OJ L 209, 25. 7. 1998.)
– Directive 2006/54/EC of the European Parliament and of the Council of 5 July 2006 on the implementation of the principle of equal opportunities and equal treatment of men and women in matters of employment and occupation (recast) (OJ L 204, 26. 7. 2006.)
– Directive 2010/41/EU of the European Parliament and of the Council of 7 July 2010 on the application of the principle of equal treatment between men and women who are self-employed and repealing Council Directive 86/613/EEC (OJ L 180, 15. 7. 2010.)
– Directive 2014/50/EU of the European Parliament and of the Council of 16 April 2014 on minimum requirements for improving mobility of workers between Member States by enhancing the acquisition and preservation of supplementary pension rights (OJ L 128, 30. 4. 2014.)
– Directive (EU) 2016/2341 of the European Parliament and of the Council of 14 December 2016 on the activities and supervision of institutions for occupational retirement provision (OJ L 354, 23. 12. 2016.) as last amended by Directive (EU) 2023/2864 of the European Parliament and of the Council of 13 December 2023 on amending certain directives regarding the establishment and functioning of a single European access point (OJ L 2023/2864, 20. 12. 2023.). Definitions
Article 3.
Certain terms used in this Law have the following meanings:

1. pension insurance company means a joint-stock company with its registered office in the Republic of Croatia and operating based on the Agency's approval, which distributes pension programmes and pays pensions:
   a) to pension beneficiaries based on individual capitalised savings of a member within mandatory pension insurance b) to pension beneficiaries based on individual capitalised savings of a member in an open voluntary pension fund c) to supplementary pension beneficiaries based on individual capitalised savings of a member in a closed voluntary pension fund, acting as an institution for occupational retirement provision when performing pension payment functions d) to beneficiaries of pensions paid based on direct lump-sum payments and performs other activities in accordance with the provisions of this Law
2. institution for occupational retirement provision means an institution, regardless of its legal form, which operates on the basis of capitalisation and is established separately from the sponsor or occupational association for the purpose of providing pensions in the context of an occupational activity on the basis of an agreement or contract concluded:
   a) individually or collectively between one or more employers and one or more employees or their representatives, or b) individually or collectively with self-employed persons, in accordance with the law of the home Member State and the host Member State, and which performs activities directly arising from it
3. mandatory pension insurance means mandatory pension insurance based on individual capitalised savings
4. voluntary pension insurance means voluntary pension insurance based on individual capitalised savings and based on a single lump-sum payment by persons to a pension insurance company
5. pension programme means a pension payment scheme, including a contract, agreement, power of attorney or the entirety of rules, regulations or statements regulating the mutual rights and obligations between a pension insurance company and a pension beneficiary in relation to pension payment, which must contain the procedure for determining the pension, the frequency and duration of payments, as well as other information about the pension programme that is important for an individual's decision to choose a pension programme
6. pension beneficiary means a person who receives a pension in accordance with this Law
7. pension company means a legal entity with its registered office in the Republic of Croatia, operating separately from the sponsor, which based on the Agency's approval performs the activity of managing pension funds
8. mandatory pension company means a pension company for managing mandatory pension funds established in accordance with the law governing the establishment and operation of pension companies for managing mandatory pension funds and mandatory pension funds
9. voluntary pension company means a pension company for managing voluntary pension funds established in accordance with the law governing the establishment and operation of pension companies for managing voluntary pension funds and voluntary pension funds
10. pension fund means a fund established in accordance with the law governing the establishment and operation of pension companies for managing mandatory pension funds and mandatory pension funds, or a fund established in accordance with the law governing the establishment and operation of pension companies for managing voluntary pension funds and voluntary pension funds; a pension fund may be a mandatory or voluntary pension fund
11. mandatory pension fund means a fund established in accordance with the law governing the establishment and operation of mandatory pension funds within mandatory pension insurance based on individual capitalised savings
12. voluntary pension fund means separate property without legal personality which, based on the Agency's approval, is established and managed by a pension company, a mandatory pension fund management company or an UCITS fund management company, in its own name and for the common account of the fund members, with rights and obligations regulated by the pension programme of the pension company. A voluntary pension fund may be open or closed
13. open fund means a voluntary pension fund into which, under the conditions provided by the law governing the establishment and operation of pension companies for managing voluntary pension funds, all natural persons may join
14. closed fund means a voluntary pension fund into which, under the conditions provided by law, natural persons who are employed by an employer or are members of a trade union, members of an association of self-employed persons or self-employed persons may join
15. sponsor means a legal or natural person, including trade unions, associations of self-employed persons and other entities, which as an employer or self-employed person or in another appropriate manner participates in the establishment of a closed fund and pays contributions to the closed fund on behalf and for the account of the fund members
16. member of a pension fund means a person registered with a mandatory pension fund or a person who has joined a voluntary pension fund based on a concluded contract and who, by virtue of membership in the fund, acquires or will acquire the right to a pension
17. member of a mandatory pension fund means a person registered with a mandatory pension fund
18. member of an open voluntary pension fund means a person who has joined a voluntary pension fund based on a concluded contract
19. member of a closed voluntary pension fund means a person who has joined a voluntary pension fund based on a concluded contract and whose occupational activity entitles or will entitle them to the right to a pension
20. right to a pension means the right to pension payment based on regulations governing mandatory and voluntary pension insurance, or this Law
21. acquired right to a pension means any payment right acquired after fulfilling the conditions under regulations governing mandatory and voluntary pension insurance, or this Law
22. pension means a lifetime or temporary monthly cash payment made by a pension insurance company to the pension beneficiary based on a pension contract after fulfilling the conditions prescribed by this Law
23. supplementary pension means a pension provided for by the rules of the supplementary pension system
24. supplementary pension system means a voluntary pension insurance system based on individual capitalised savings in closed pension funds
25. pension contract means a contract between the pension beneficiary and the pension insurance company regarding pension payment
26. remittance means a payment of an amount from a member's personal account to the pension insurance company's account
27. nominated beneficiary means a person who has the right to receive guaranteed payments under the pension contract in the event of the pension beneficiary's death during the guaranteed period
28. guaranteed payment means a pension payment during the guaranteed period made by the pension insurance company to the pension beneficiary or nominated beneficiary based on the pension contract
29. guaranteed period means a pension payment period that cannot be shorter than five years and covers the period agreed in the pension contract concluded between the pension insurance company and the pension beneficiary
30. biometric risks means risks related to death, disability and longevity
31. qualifying holding means any direct or indirect share in a pension insurance company representing 10 % or more of the share capital or voting rights, or a smaller share that enables the exercise of significant influence over the management of the pension insurance company. When calculating the percentage of voting rights, the provisions of the law governing the capital market are applied accordingly
32. related person means, in relation to a specific legal or natural person under this Law:
    a) a person who holds more than 10 % of issued shares or business shares and voting rights, or ownership interests in another person – subject, or who, even with a smaller percentage, can influence, directly or indirectly, the decisions made by another person – subject, up to the third degree of relatedness along the vertical line of shareholding, business shares or voting rights b) a person in which another person – subject from subpoint a) of this point holds, directly or indirectly, more than 10 % of issued shares or business shares and voting rights, or ownership interests, or who, even with a smaller percentage, can influence, directly or indirectly, the decisions made by such person, up to the third degree of relatedness along the vertical line of shareholding or business shares or voting rights c) any other person – subject in which a shareholder or shareholder directly or indirectly holds more than 10 % of shares or business shares and voting rights, or ownership interests, if at the same time the same shareholder or shareholder also holds, directly or indirectly, more than 10 % of shares or business shares and voting rights, or ownership interests in the first subject, up to the third degree of relatedness along the vertical line of shareholding, ownership interests or voting rights d) any natural person(s) who can influence, directly or indirectly, the decisions of another person – subject e) any member of the management board, supervisory board or other decision-making or supervisory body of another person – subject f) in relation to each of the above persons, a spouse, de facto partner, life partner or relative up to and including the second degree in the direct line
33. beneficial owner over a legal entity means the actual owner of the party in accordance with the law governing the prevention of money laundering and financing of terrorism
34. collaborator of a proposed acquirer of a qualifying holding in a pension insurance company means:
    a) any natural person who is a member of the management or supervisory board in a legal entity in which the proposed acquirer of a qualifying holding in a pension insurance company is a member of the management or supervisory board or beneficial owner over the legal entity b) any natural person who is the actual owner of a legal entity in which the proposed acquirer of a qualifying holding in a pension insurance company is a member of the management or supervisory board c) any natural person who, together with the proposed acquirer of a qualifying holding in a pension insurance company, has joint actual ownership over a legal entity
35. collaborator of the person for whom an application is submitted for approval to perform the function of a management board member of a pension insurance company means:
    a) any natural person who is a member of the management or supervisory board in a legal entity in which the person for whom an application is submitted for approval to perform the function of a management board member of a pension insurance company is a member of the management or supervisory board or beneficial owner over the legal entity b) any natural person who is the actual owner of a legal entity in which the person for whom an application is submitted for approval to perform the function of a management board member of a pension insurance company is a member of the management or supervisory board c) any natural person who, together with the person for whom an application is submitted for approval to perform the function of a management board member in a pension insurance company, has joint actual ownership over a legal entity
36. relevant person means, in relation to a pension insurance company:
    a) a person at a senior management position in the pension insurance company or a person who is a member of the pension insurance company, supervisory board or attorney-in-fact b) a person at a senior management position or a member of the company in every legal entity authorised to distribute pension programmes c) an employee of the pension insurance company, an employee of a legal entity to which the pension insurance company has delegated its activities, or an employee of a legal entity authorised to distribute pension programmes, who is involved in the activities performed by the pension insurance company d) any other natural person whose services are made available and fall within the competence of the pension insurance company, who is involved in the activities performed by the pension insurance company
37. person related to a relevant person by blood means:
    a) the spouse of the relevant person or any person considered equivalent to a spouse under national law b) a dependent child or nephew/niece of the relevant person
38. close link means a link between two or more natural or legal persons, or subjects, in one of the following ways:
    a) by way of participation b) by way of control
39. participation means the participation of a person in another legal entity if:
    a) it has direct or indirect investments by virtue of which it participates with 20 % or more of the share capital or voting rights in that legal entity, or b) it holds a share in the share capital or voting rights of that legal entity of less than 20 %, which was acquired with the intention to, based on a permanent link with that legal entity, enable influence over its operations
40. control means the relationship between a parent company and a subsidiary or a similar relationship between any natural or legal person and an entity
    For the purposes of this point:
    a) a subsidiary of a subsidiary is also considered a subsidiary of the parent company at the head of those entities b) a situation in which two or more legal or natural persons are permanently linked to the same person by way of control is considered a close link between those persons
41. transferable securities means types of securities that are transferable on the capital market; they may be transferable equity securities, transferable debt securities and all other securities that give the right to acquire or sell such transferable securities or on the basis of which cash payments can be made that are determined based on transferable securities, currencies, interest rates or yields, goods, indices or other measuring variables. Payment instruments are not considered transferable securities for the purposes of this point
42. transferable equity securities means shares or other securities of the same significance that represent a share in capital or membership rights in an entity, as well as certificates of deposited shares
43. transferable debt securities means bonds and other types of securitised debt, including certificates of deposited securities
44. money market instruments means financial instruments, excluding payment instruments, which are commonly traded on the money market, such as treasury, exchequer and commercial bills and certificates of deposit, bank acceptances, which are liquid and whose value can be precisely determined at any time
45. UCITS fund (engl. Undertakings for Collective Investment in Transferable Securities) means an investment fund defined by the law governing the establishment and management of open public offer investment funds
46. alternative investment fund means an investment fund defined by the law governing the establishment and management of alternative investment funds
47. Member State means a Member State of the European Union or a state party to the Agreement on the European Economic Area
48. third country means a state that is not a Member State within the meaning of point 47 of this Article
49. home Member State means a Member State in which the pension insurance company or institution for occupational retirement provision is registered or has approval to operate and where its central administration is located
50. host Member State means a Member State whose social and employment law applicable to the area of occupational pension programmes applies to the relationship between the sponsor and members or beneficiaries
51. regulated market means a regulated market as defined in the capital market law of the Republic of Croatia and/or Member State
52. multilateral trading facility or «MTF» means a multilateral trading facility or MTF as defined in the capital market law of the Republic of Croatia and/or Member State
53. organised trading facility or «OTF» means an organised trading facility or OTF as defined in the capital market law of the Republic of Croatia and/or Member State
54. durable medium means any instrument that enables a member or beneficiary to store information addressed to them personally so that it is available for future use during a period appropriate to the purpose of those information and enables them unaltered reproduction of stored information
55. key function within the management system means an internal capability to perform practical tasks encompassing the risk management function, internal audit function, compliance monitoring function and actuarial function
56. cross-border activity means the distribution of pension programmes and payment of pensions, where the relationship between the pension insurance company and beneficiary is governed by social and employment law applicable to the area of occupational pension programmes of a Member State that is not the home Member State
57. institution for occupational retirement provision from another Member State means an institution regardless of its legal form, which has approval to operate from the competent authority of that Member State for performing pension payment activities within voluntary pension insurance in accordance with pension programmes based on individual capitalised savings of a member of a closed voluntary pension fund
58. Central Insurance Register means an institution whose competence and scope are prescribed by a special law
59. Agency means the Croatian Financial Services Supervisory Agency, whose competence and scope are prescribed by the Law on the Croatian Financial Services Supervisory Agency (»Narodne novine«, No. 140/05., 154/11 and 12/12.) and this Law
60. supervisory entity means a legal or natural person supervised by the Agency in accordance with the provisions of this Law
61. competent authority of a Member State means the authority of an individual Member State that is, under the regulations of that Member State, competent for institutions for occupational retirement provision
62. European Insurance and Occupational Pensions Authority (engl. EIOPA) means the European supervisory authority established by Commission Regulation (EU) No 1094/2010 of the European Parliament and of the Council of 24 November 2010 on the establishment of a European Supervisory Authority (European Insurance and Occupational Pensions Authority), amending Decision No 716/2009/EZ and repealing Commission Decision 2009/79/EZ (OJ L 331, 15. 12. 2010.)
63. ESMA means the European supervisory authority – European Securities and Markets Authority, established by Regulation (EC) 1095/2010 of the European Parliament and of the Council
64. EBA means the European supervisory authority – European Banking Authority, established by Regulation (EC) 1093/2010 of the European Parliament and of the Council
65. ESRB means the European Systemic Risk Board, established by Regulation (EC) 1092/2010 of the European Parliament and of the Council
66. Transferor company means a pension insurance company or institution for occupational retirement provision from another Member State that transfers all or part of contracts from pension programmes, technical provisions as well as other obligations and rights, along with the corresponding assets or their cash equivalents, to another pension insurance company or institution for occupational retirement provision from another Member State
67. Transferee company means a pension insurance company or institution for occupational retirement provision from another Member State that receives all or part of the obligations of a pension programme, technical provisions as well as other obligations and rights, along with the corresponding assets or their cash equivalents, from a pension insurance company or another institution for occupational retirement provision from another Member State
68. spouse includes a spouse, a de facto partner who lived with the fund member in a common household for at least three years until their death, and a life partner and informal life partner in accordance with the provisions of laws governing same-sex civil partnership. The status of de facto cohabitation and informal life partnership is established in an out-of-court judicial procedure
69. data subject means a person whose identity has been established or can be established, and whose personal data are processed in accordance with Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation) (OJ L 119, 4. 5. 2016.; hereinafter: Regulation (EU) 2016/679) and this Law
70. infrastructure projects means projects relating to public systems at the state or local government level