Regulation on the Content and Structure of Issuers' Annual Reports, and Their Format and Method of Submission to the Croatian Financial Services Supervisory Agency – Unofficial Consolidated Text (NN, No. 114/2018 and 132/2020)

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REGULATION ON THE CONTENT AND STRUCTURE OF ISSUERS' ANNUAL REPORTS, AND THEIR FORMAT AND METHOD OF SUBMISSION TO THE CROATIAN FINANCIAL SERVICES SUPERVISORY AGENCY (Narodne novine, No. 114/2018 and 132/2020) Unofficial Consolidated Text

INTRODUCTORY PROVISIONS
General Provisions
Article 1.
This Regulation prescribes the content and structure of issuers' annual reports, as well as their format and method of submission to the Croatian Financial Services Supervisory Agency.

Definitions
Article 2.
Certain terms in this Regulation have the following meanings:

1. Hanfa is the Croatian Financial Services Supervisory Agency.
2. The Act is the Capital Market Act (Narodne novine, No. 65/18 and 17/20).
3. Issuer is a securities issuer as prescribed by Article 455(1)(7) of the Act, having its registered office in the Republic of Croatia.
4. Annual report is a report as prescribed by Articles 462 and 463 of the Act.
5. SRPI is the official register of prescribed information as prescribed by Article 498 of the Act, maintained by Hanfa.
6. RTS ESEF is Commission Delegated Regulation (EU) 2018/815 of 17 December 2018 supplementing Directive 2004/109/EU of the European Parliament and of the Council as regards regulatory technical standards for specifying a single electronic reporting format (Text with EEA relevance).

CONTENT AND STRUCTURE OF THE ANNUAL REPORT
Article 3.
(1) The issuer is required to prepare the annual report in accordance with Articles 462 and 463 of the Act.
(2) The issuer is required to prepare annual financial statements according to the content and structure prescribed by a sub-legislative act published in Narodne novine, adopted on the basis of regulations governing business accounting and the application of financial reporting standards, or in accordance with the prevailing regulation adopted by the Minister of Finance upon the proposal of the Financial Reporting Standards Board, or in accordance with regulations or decisions adopted by Hanfa or the Governor of the Croatian National Bank, depending on which sub-legislative act applies to the issuer. (3) The provisions of paragraphs 1 and 2 of this Article apply mutatis mutandis to issuers required to prepare consolidated reports.

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FORMAT AND METHOD OF SUBMISSION OF THE ANNUAL REPORT
Article 4.
(1) When submitting the annual report, the issuer is required to simultaneously submit the following files, depending on what applies to the issuer:

1. in cases where the issuer is required to prepare an annual report in the single electronic reporting format prescribed by RTS-ESEF:
   a) a ZIP file containing, in xHTML format as one complete document:

• audited annual financial statements
• annual report (management report)
• statement by persons in the issuer responsible for preparing the annual report
• audit report
• decision of the issuer's competent body on the adoption of annual financial statements
• proposal for the decision on the appropriation of profit or coverage of loss, and
• other reports prescribed by the regulation governing business accounting and the application of financial reporting standards;
  b) an XML file containing audited annual financial statements.

2. in cases where the issuer is not required to prepare an annual report in the single electronic reporting format prescribed by RTS-ESEF:
   a) a PDF file containing, as one complete document:

• audited annual financial statements
• annual report (management report)
• statement by persons in the issuer responsible for preparing the annual report
• audit report
• decision of the issuer's competent body on the adoption of annual financial statements
• proposal for the decision on the appropriation of profit or coverage of loss, and
• other reports prescribed by the regulation governing business accounting and the application of financial reporting standards;
  b) an XLS file containing audited annual financial statements, and c) an XML file containing audited annual financial statements.
  (2) By way of exception to paragraph 1, an issuer not required to prepare an annual report in the single electronic reporting format prescribed by RTS-ESEF may submit its annual report as prescribed in paragraph 1(1), in which case it is not required to submit the annual report as prescribed in paragraph 1(2). (3) By way of exception to paragraph 1, issuers required by another Hanfa regulation to submit their audited annual financial statements in XML format are not required to submit the file from paragraph 1(1)(b) or paragraph 1(2)(c).

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(4) Hanfa publishes templates for submitting audited annual financial statements in XLS format on its website. Issuers may simultaneously use these XLS templates to create XML files. (5) The files from paragraph 1(1)(a) (xHTML), or paragraph 1(2)(a) and (b) (PDF and XLS) are submitted to Hanfa via SRPI, while the file from paragraph 1(1)(b) (XML), or paragraph 1(2)(c) (XML) is submitted to Hanfa's reporting system, all in accordance with Hanfa's regulation governing the content, format, and method of submitting prescribed information to Hanfa and SRPI, as well as the corresponding technical instruction published by Hanfa on its website. (6) An annual report is considered submitted to Hanfa only if submitted in the format and manner prescribed in paragraphs 1 to 5. (7) The provisions of paragraphs 1 to 6 apply mutatis mutandis to issuers required to prepare consolidated reports.

TRANSITIONAL AND FINAL PROVISIONS
Cessation of Validity
Article 5.
Upon the entry into force of this Regulation, the Decision on the Format and Content of Issuers' Annual Financial Statements (Class: 011-02/11-04/09, Ref. No.: 326-01-11-01 dated March 31, 2011) ceases to be valid.

Entry into Force
Article 6.
(1) Issuers are required to prepare and submit their first annual reports in accordance with this Regulation for the reporting period beginning on January 1, 2018. (2) This Regulation enters into force on the eighth day following its publication in Narodne novine.

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PROVISIONS OF THE AMENDMENT AND SUPPLEMENT TO THE REGULATION ON THE CONTENT AND STRUCTURE OF ISSUERS' ANNUAL REPORTS, AND THEIR FORMAT AND METHOD OF SUBMISSION TO THE CROATIAN FINANCIAL SERVICES SUPERVISORY AGENCY (Narodne novine No. 132/2020, adopted November 26, 2020, entered into force December 8, 2020) remaining after unofficial consolidation of the text

Final Provisions
Article 3.
(1) Issuers are required to prepare and submit their first annual reports in accordance with this Regulation for the reporting period beginning on January 1, 2020. (2) This Regulation enters into force on the eighth day following its publication in Narodne novine.