Rulebook on Issuing Work Permits and Acquiring Qualified Shareholdings in UCITS Management Companies

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

RULEBOOK
ON ISSUING WORK PERMITS AND ACQUIRING QUALIFIED SHAREHOLDINGS IN UCITS MANAGEMENT COMPANIES (Official Gazette, No. 136/20 and 77/26 – unofficial consolidated text)

Introductory Provisions

Article 1. (OG 77/26)
(1) This Rulebook prescribes the content of the application for issuing, or extending, a work permit for a management company for UCITS funds (hereinafter: management company) and the documentation to be attached to such applications, as well as the documentation to be attached to the application for issuing consent for the acquisition, or increase, of a qualified shareholding in a management company. (2) This Rulebook shall also apply to the acquisition/increase of a qualified shareholding in a large UAIF in accordance with the provision of Article 76 of the Alternative Investment Fund Act ("Official Gazette", No. 44/16, 126/19, 110/21, 76/22 and 152/24).

Application for Issuing, or Extending, a Work Permit for a Management Company

Article 2. (OG 77/26)
(1) An application for issuing a work permit for a management company is submitted for the activity of managing UCITS funds.
(2) If a management company intends, in addition to the activity of managing UCITS funds, to perform one or more additional services from Article 13, paragraph 1, subparagraph 2, point 1 and point 2, subpoints a), b) and c) of the Act, within the framework of the application for issuing a work permit for the activity of managing UCITS funds, it must request the issuance of a permit for performing the relevant activities; in that case, in addition to the documentation prescribed by this Rulebook, additional documentation required according to the provisions of the law governing the capital market, as well as regulations adopted on the basis of the aforementioned law, must be attached to the application. (3) If a management company intends to manage alternative investment funds regulated by the law governing the establishment and operation of alternative investment funds, it shall submit to Hanfa an application for issuing a work permit in accordance with the provisions of the law governing the establishment and operation of alternative investment funds. (4) If a management company intends to manage voluntary pension funds regulated by the law governing the establishment and operation of voluntary pension funds, it shall submit to Hanfa an application for issuing a work permit in accordance with the provisions of the law governing the establishment and operation of voluntary pension funds. (5) An application for extending a work permit is submitted by the board of directors of the management company, in which the additional services from Article 13, paragraph 1, subparagraph 2, point 1 and point 2, subpoints a), b) and c) of the Act to which the extension of the work permit relates must be specified. In addition to the documentation prescribed by this Rulebook, additional documentation required according to the provisions of the law governing the capital market, as well as regulations adopted on the basis of the aforementioned law, must be attached to the application for extending the work permit. (6) If the application for issuing or extending a work permit relates to the provision of a service from Article 13, paragraph 1, subparagraph 2, point 3 of the Act, the management company is obliged, in addition to the documentation from Article 4 of this Rulebook, to attach documentation in accordance with Regulation (EU) 2016/1011 of the European Parliament and of the Council of 8 June 2016 on indices used as reference values in financial instruments and financial contracts or for measuring the performance of investment funds and amending Directives 2008/48/EC and 2014/17/EU and Regulation (EU) No 596/2014 (Text with EEA relevance) (OJ L 171, 29. 6. 2016.).

Article 3. (OG 77/26)
(1) With the application for issuing a work permit for a management company, the applicant is obliged to attach:
1. the articles of association with the correction on the basis of which it was adopted, if the management company is established in the form of a joint-stock company or in the form of a European Company – Societas Europea, or the partnership agreement or statement of establishment, if the management company is established as a limited liability company;
2. a schematic representation of the ownership structure of the management company, including a representation of shares in capital or voting rights and a list with the names of all legal and natural persons who will have a qualified shareholding in the management company, with the indication for each person:
a. for natural persons, their first and last names, OIB (Personal Identification Number) and domicile, or for legal persons, the company name or title, OIB and registered office; b. the number and type of shares or participations that are registered or will be registered;
c. the nominal value of shares or business participations;
d. the amount paid or to be paid for shares or business participations; e. the possible existence of a pledge on shares/participations with data on the persons in whose favor it is registered; f. statements by the founders that the management company will comply with capital requirements;
3. a statement by the founders/members of the management company regarding the fulfillment of the conditions for a member and holder of a qualified shareholding in the management company, prescribed by Article 82 of the Act;
4. a list of persons who are in a close relationship with the management company, within the meaning of Article 4, paragraph 1, points 17 to 19 of the Act, and a description of the nature of the relationship;
5. data on the size of the shareholding of holders of qualified shareholdings in the management company and the documentation from Articles 5 to 8 of this Rulebook;
6. the first name, last name, OIB, domicile and curriculum vitae of the members of the supervisory board;
7. for each proposed member of the board of directors, the documentation submitted with the application for issuing a permit to perform the function of a member of the board of directors, based on the provisions of the Act and rulebooks from Article 36, paragraph 8 and Article 39, paragraph 10 of the Act;
8. a statement regarding the fulfillment of conditions related to the organizational requirements of the management company prescribed by the Act and rulebooks adopted on the basis of Article 66 of the Act, and a detailed representation of the organizational structure of the management company;
9. data on capital and proof of sources of capital available to it:
a. a certificate from a credit institution regarding funds set aside in an account for special purposes opened for the purpose of paying the share capital of the management company; b. if at the time of submitting the application for issuing a work permit the share capital is not paid in full, the application must be accompanied by a plan for paying the entire amount of the share capital, which must be paid in full before the issuance of the work permit;
c. a list of private funds, with a description of availability and sources;
d. copies of contracts on the basis of which funds for the share capital are collected, with details on funds that are or will be borrowed, with data on the use of funds and the lender or creditor, and if the lender or creditor is a credit or financial institution that is not a supervised entity, data on the sources of borrowed funds and funds that will be borrowed;
10. projections of financial indicators for the management company and, for founders as legal entities, financial reports for the past three years, or if the company was established within the past three years, financial reports for each year from establishment, and if financial reports are subject to audit obligation, audited financial reports are attached;
11. data on income policies from Articles 59 to 61 of the Act;
12. when applicable, data on transactions that the management company will delegate to third parties in accordance with Articles 69 to 73 of the Act;
13. proof of paid fee;
14. additional documentation upon request by Hanfa.
(2) The evidence from point 8, paragraph 1 of this Article must contain:
1. a business plan from Article 25, paragraph 2 of the Act, which must be prepared for at least the first three business years and must contain information on planned activities of the management company including:
a. a representation and detailed explanation of the sustainability of the business model, identification of factors of business and legal risks, including money laundering and terrorist financing risks, and an explanation of how the management company will manage these risks, and b. a description of the management company's strategy, including strategic goals and advantages, reasons for establishing the management company and performing the activity for which approval is sought;
2. data on auditors, if available at the time of submitting the application for issuing a work permit, and
3. an organizational structure and internal control structure which must necessarily contain:
a. personal data of persons assigned to internal control functions, including first name, last name, OIB, contact address, and the function they will hold; b. a description of resources (especially human and technical) assigned to different planned activities;
c. a list of delegated tasks (or those intended to be delegated) and a list of contracts concluded or foreseen with external suppliers;
d. a description of measures for identifying and preventing or managing conflicts of interest regarding activities subject to the work permit; e. details on systems for assessing and managing money laundering and terrorist financing risks; f. business continuity plans, including systems and human resources (key personnel); g. record management, record keeping, and data retention policies. (3) Data on the organizational structure from point 3, paragraph 2 of this Article must contain a schematic representation of the organization and the following information and documents:
1. a description of the mutual relationships between different functions or organizational parts of the management company, and
2. information on the internal control system which must contain the following:
a. a representation and detailed description of internal organization (including intended financial resources and human resources), compliance monitoring functions and, when applicable, risk control functions and internal audit functions, with a description of financial and human resources and an explanation of how the management company intends to meet regulatory and capital requirements, including requirements for preventing money laundering and terrorist financing, and b. a description of the compliance monitoring system and, when applicable, internal control and risk control, their internal procedures and reporting lines to the board of directors and, when applicable, the supervisory board. (4) Projections of financial indicators must contain the following data:
1. projections of financial reports for at least the first three business years including:
a. balance sheet projections b. profit and loss account projections, and
c. cash flow statement projections;
2. assumptions for projections and explanation of amounts from point 1 of this paragraph, as well as explanations of numerical data;
3. when applicable, a projection of the calculation of capital requirements and a projection of the solvency ratio for the first year;
4. data on existing and future obligations expected before the start of the management company's operations, together with data on the lender or creditor, maturity and other borrowing conditions, and the use of funds; if the lender or creditor is not a supervised credit or financial institution, data on the sources of funds of the approved loan or credit, or loan or credit that should be approved to the management company, must be attached;
5. data on all pledges, guarantees and securities issued or expected to be issued by the management company before the start of operations, and
6. if available, the credit rating of the founder or, if applicable, the management company, and the group of which the management company should become a member.
(5) With the application from paragraph 1 of this Article, the applicant is obliged to also attach the documentation prescribed in Articles 5 and 6 of this Rulebook, when applicable.
(6) With the application for extending a work permit, the applicant is obliged to attach the amended act from Article 3, paragraph 1, point 1 of this Rulebook and, when applicable, additional documentation from Article 2, paragraphs 5 and 6 of this Rulebook.

Article 4.
(1) If the application for issuing a work permit is submitted by an already established company, the board of the company, in addition to the documentation from Article 3 of this Rulebook, must attach to the application financial reports for the previous three business years, or, if the company was established within the past three years, financial reports for each year from establishment. (2) If the company from paragraph 1 of this Article is subject to the obligation to prepare consolidated and/or audited financial reports, the board must submit consolidated and/or audited financial reports of the company with the application from paragraph 1 of this Article.

Application for Acquisition or Increase of a Qualified Shareholding in a Management Company

Article 5.
(1) A legal entity as the intended acquirer, for the acquisition or increase of a qualified shareholding in a management company, is obliged to attach:

1. for a foreign legal entity, an extract from the court or other appropriate register in which the intended acquirer is registered (not older than 3 months);
2. a completed Questionnaire from Annex 1 of this Rulebook, signed by the intended acquirer, certified by a notary public, not older than one month from the date of submitting the application for issuing a permit for the acquisition of a qualified shareholding;
3. a list of persons who, within the meaning of Article 4, paragraph 1, points 17 to 19 of the Act, are in a close relationship with the intended acquirer, and a description of the nature of the relationship, and a list of actual and legal owners of the intended acquirer with an indication of the level of participation in the ownership of the intended acquirer;
4. audited financial reports for the last three years before the date of submitting the application, or if the intended acquirer was established within the past three years, financial reports from establishment, and when the aforementioned financial reports are subject to an audit obligation, audited financial reports are submitted, and if the intended acquirer is a parent company or superior entity in a group, the aforementioned documentation is submitted on a consolidated basis;
5. if more than 9 months have passed since the last annual report, financial reports for the current year;
6. proof of secured funds for the acquisition of a qualified shareholding and a description of the method or source of financing, and documents confirming the legal status and origin of the financial funds of the intended acquirer for paying the share capital of the management company and maintaining the prudential functioning of the management company;
7. a statement that no bankruptcy proceedings or pre-bankruptcy settlement proceedings have been initiated or opened against the intended acquirer;
8. when applicable, an opinion or consent of the competent authority from a Member State or third country regarding the intended acquirer and the intended acquisition;
9. a list of persons who will manage the business or supervise the management of the Company after the acquisition, which list, with regard to Croatian citizens, except for the data on first and last name, also contains data on OIB, maiden name, citizenship, first and last name of father and mother, date of birth, place and country of birth, domicile, copy of ID card or passport, curriculum vitae of these persons, and for foreign citizens, proof that they have not been finally convicted of criminal offenses prosecuted ex officio (when the competent authority issues a certificate from this point, a certificate not older than three months from the date of submitting the application is submitted, otherwise a statement from Annex 2 of this Rulebook, signed by the person who will manage the business or supervise the management of the Company after the acquisition, certified by a notary public, regarding the fulfillment of the conditions from this point, not older than one month from the date of submitting the application);
10. proof of paid fee prescribed by the rulebook on the type and amount of Hanfa fees;
11. other documentation upon request by Hanfa.

Article 6.
(1) A natural person as the intended acquirer, for the acquisition or increase of a qualified shareholding in a management company, is obliged to attach:

1. a copy of an ID card or passport, or for a foreign citizen, a copy of an ID card or travel document;
2. a curriculum vitae of the intended acquirer which includes personal data (first and last name, address of domicile or permanent residence and other identification data of the acquirer), a list of all legal entities where he was or is still employed, a member of the board of directors, supervisory board or procurist, and a list of legal entities where he had or still has a qualified shareholding;
3. a completed Questionnaire from Annex 1 of this Rulebook, signed by the intended acquirer, certified by a notary public, not older than one month from the date of submitting the application for issuing a permit for the acquisition of a qualified shareholding;
4. a certificate of no criminal proceedings (not older than 3 months), or for a foreign citizen, an analogous certificate from the competent authority of the country of which he is a citizen (not older than 3 months);
5. a list of persons who, within the meaning of Article 4, paragraph 1, points 17 to 19 of the Act, are in a close relationship with the intended acquirer, and a description of the nature of the relationship;
6. when applicable, an opinion or consent of the competent authority from a Member State or third country regarding the intended acquisition;
7. proof of secured funds for the acquisition of a qualified shareholding and a description of the method or source of financing, and documents confirming the legal status and origin of the financial funds of the intended acquirer for paying the share capital of the Company and maintaining the prudential functioning of the Company, when applicable;
8. a list of collaborators of the acquirer of a qualified shareholding which contains data on first and last name, OIB, maiden name, sex, citizenship, first and last name of father and mother, date of birth, place and country of birth, address of domicile, and for collaborators who are foreign citizens, proof that they have not been finally convicted of criminal offenses prosecuted ex officio (when the competent authority issues a certificate from this point, a certificate not older than three months from the date of submitting the application is submitted, otherwise a statement from Annex 2 of this Rulebook certified by a notary public, regarding the fulfillment of the conditions from this point, not older than one month from the date of submitting the application);
9. a list of persons who will manage the business or supervise the management of the Company after the acquisition, which list, with regard to Croatian citizens, except for the data on first and last name, also contains data on OIB, maiden name, citizenship, first and last name of father and mother, date of birth, place and country of birth, domicile, copy of ID card or passport, curriculum vitae of these persons, and for foreign citizens, proof that they have not been finally convicted of criminal offenses prosecuted ex officio (when the competent authority issues a certificate from this point, a certificate not older than three months from the date of submitting the application is submitted, otherwise a statement from Annex 2 of this Rulebook, signed by the person who will manage the business or supervise the management of the Company after the acquisition, certified by a notary public, regarding the fulfillment of the conditions from this point, not older than one month from the date of submitting the application);
10. proof of paid fee prescribed by the rulebook on the type and amount of Hanfa fees;
11. other documentation upon request by Hanfa.
    (2) For the purposes of this Article, a collaborator of the acquirer of a qualified shareholding of a natural person, within the meaning of paragraph 1, point 8, is considered:
    – any natural person who is in a managerial position in a legal entity where the intended acquirer of a qualified shareholding in a management company is in a managerial position or actual owner over the legal entity; – any natural person who is the actual owner of a legal entity where the intended acquirer of a qualified shareholding in a management company is in a managerial position; – any natural person who has joint actual ownership with the intended acquirer of a qualified shareholding in a management company over a legal entity.

Article 7.
Documentation prescribed by this Rulebook is submitted in original or certified copy. Foreign documents from Article 5, or Article 6 of this Rulebook, are submitted translated into Croatian by an authorized court interpreter, and foreign documents from Article 5, points 1 and 8 of this Rulebook, and from Article 6, paragraph 1, points 4 and 6 of this Rulebook, are submitted and certified in accordance with the law and international regulations (Apostille – The Hague Convention Abolishing the Requirement of Legalisation for Foreign Public Documents, of 5 October 1961) or in accordance with European Union regulations governing the exemption from legalization of public documents issued by Member States or governing the simplification of the procedure for accepting documents issued by Member States.

Article 7.a (OG 77/26)
(1) In addition to the documentation from this Rulebook, Hanfa may, during the processing of the application, request other documentation it deems necessary for deciding on the issuance of a permit, including information prescribed by the law governing the prevention of money laundering and terrorist financing, which are collected by the obligors of that law. (2) All applications and documentation prescribed by this Rulebook, in addition to in writing, may be submitted to Hanfa electronically in the manner and in accordance with the Technical Instruction for the Use of the System for Submitting Data in Electronic Form of the Croatian Financial Services Supervisory Agency reports.hanfa.hr and the Instruction for Filling Out WEB Forms for Management Companies, when applicable. (3) When applications and documentation are submitted electronically, it is considered that the management company has submitted the documentation prescribed by this Rulebook at the moment when the documentation is recorded on the server for sending such documentation. (4) Hanfa may, if necessary, request the applicant to submit certain documentation prescribed by this Rulebook in original or certified copy, regardless of the electronic submission performed.

Final Provisions

Article 8. (OG 77/26)
Deleted.

Article 9.
(1) This Rulebook enters into force on the eighth day from its publication in the "Official Gazette".
(2) With the entry into force of this Rulebook, the Rulebook on Issuing Work Permits and Acquiring Qualified Shareholdings in UCITS Management Companies ("Official Gazette", No. 41/17) ceases to be valid.
(3) Proceedings initiated before the entry into force of this Rulebook shall be completed in accordance with the provisions of regulations that were valid until the entry into force of this Rulebook.

Rulebook on Amendments and Supplements to the Rulebook on Issuing Work Permits and Acquiring Qualified Shareholdings in UCITS Management Companies (Official Gazette, No. 77/26), entered into force on 23 July 2026.

TRANSITIONAL AND FINAL PROVISIONS

Article 5.
In the Rulebook on Issuing Work Permits and Acquiring Qualified Shareholdings in UCITS Management Companies ("Official Gazette", No. 136/20), Article 8 is deleted.

Entry into Force

Article 6.
This Rulebook enters into force on the eighth day from the date of publication in the "Official Gazette".

APPENDIX 1.
QUESTIONNAIRE
FOR THE INTENDED ACQUIRER OF A QUALIFIED STAKE IN A MANAGEMENT COMPANY

The Questionnaire is completed and signed personally by the intended acquirer of a qualified stake who is a natural person, and by the responsible persons of the intended acquirer of a qualified stake who is a legal entity in the management company (the intended acquirer). The Questionnaire must be completed in full, printed electronically, neatly, legibly, and without subsequent alteration.

1. PERSONAL DATA OF THE INTENDED ACQUIRER OF A QUALIFIED STAKE:
Name and surname/company name:
Date, place, and country of birth (if applicable):
Address of residence/place of stay/head office (country, city, street):
Personal Identification Number (OIB) (if applicable):
Citizenship (if applicable):
Father's and mother's name and surname (if applicable):
DATA FROM IDENTITY CARD OR PASSPORT (if applicable):
ID or passport/travel document number:
Date of issue:
Place of issue:
CONTACT DATA:
Phone number:
Electronic mail:
Address for receiving correspondence in the Republic of Croatia:

2. BASIC DATA ON THE MANAGEMENT COMPANY IN WHICH THE INTENDED ACQUIRER INTENDS TO ACQUIRE A QUALIFIED STAKE
Company name:
Company head office address:
Method of acquiring the qualified stake:
Total nominal amount of shares/business shares and percentage stake in the share capital or voting rights of the management company that the intended acquirer intends to acquire:
Nominal amount of shares/business shares and percentage stake in the share capital or voting rights of the management company which the intended acquirer currently holds at the time of submitting the application:

3. QUESTIONS REGARDING THE ASSESSMENT OF SUITABILITY AND FINANCIAL STATUS OF THE INTENDED ACQUIRER
Questions in this Questionnaire relate to facts covering both the territory of the Republic of Croatia and other Member States and third countries. The correct answer to the question must be circled, and if necessary, additional details relating to the answer must be provided.

1. Has the management company in which the intended acquirer intends to acquire a qualified stake been informed of the intention to acquire the qualified stake?
YES
NO
If the answer is NO, please explain.

2. Is approval from another competent authority required for the acquisition of the subject qualified stake in the management company?
YES
NO
If the answer is YES, please provide data on the name of the competent authority and details on the progress of proceedings before that authority.

3. Did the intended acquirer, in the period of three years prior to the date of submitting the application for the issuance of approval for the acquisition of a qualified stake, hold more than 10% of the stake in the share capital of an insurance company, reinsurance company, pension insurance company, pension fund, investment company, credit institution, or management company, at a time when such companies had their operating license revoked?
YES
NO
If the answer is YES, please provide basic data on the company whose operating license was revoked, reasons for the revocation of the operating license, and the name of the authority that made the decision to revoke the operating license.

4. Was the intended acquirer's appropriate license or license for conducting certain activities revoked due to non-compliance with relevant regulations on laws under the jurisdiction of Hanfa or the Croatian National Bank or related supervisory authorities from the Republic of Croatia, Member States, and third countries?
YES
NO
If the answer is YES, please provide details on the revoked license, reasons for revocation, and the authority that revoked the license.

5. Did the intended acquirer conduct certain activities under laws under the jurisdiction of Hanfa or the Croatian National Bank or related supervisory authorities from the Republic of Croatia, Member States, and third countries without the necessary approval?
YES
NO
If the answer is YES, please explain.

6. Is the intended acquirer a natural person or responsible persons of the intended acquirer who is a legal entity, or persons who will after the acquisition conduct or supervise the conduct of the management company's business, ever dismissed from employment or removed from a managerial or similar position, or had their representation authority withdrawn?
YES
NO
If the answer is YES, please provide the reasons that led to dismissal/removal/withdrawal.

7. Has a liquidation procedure, bankruptcy procedure, enforcement procedure, or pre-bankruptcy procedure/pre-bankruptcy agreement procedure or consumer bankruptcy procedure been opened or conducted against the assets of the intended acquirer?
YES
NO
If the answer is YES, please provide details on the authority before which the procedure is being or was conducted, details on the progress of the procedure, and details on the authority's decision.

8. Is an investigation, criminal prosecution, criminal proceedings, or misdemeanor proceedings being conducted against the intended acquirer, and has the intended acquirer who is a legal entity been finally convicted for criminal offenses committed in the course of official duties?
NO
YES
If the answer is YES, please provide: data on the reasons for the investigation, conduct of criminal proceedings, final/non-final judgment, criminal offense, and criminal sanctions, namely: name of the court, number and date of issuance, and date of finality of the judgment, type, amount, or duration of criminal sanctions and other measures, data on the substitution of prison sentence with community service, decision on exemption from punishment, data on served, statute-barred, and pardoned sentences, and other measures, data on amendments to the conviction, namely: correction of judgment, decision regarding extraordinary legal remedies, decision on substitution of unpaid fine with prison sentence, conditional release, amnesty, and pardon, and revocation of conditional conviction or conditional release.

9. Are misdemeanor proceedings pending against the intended acquirer, or have you been punished in the last 5 (five) years for misdemeanors under:
– The Securities Market Act,
– The Capital Market Act,
– The Insurance Act,
– The Pension Insurance Companies Act,
– The Mandatory Insurance in Traffic Act,
– The Leasing Act,
– Laws governing the establishment and operation of mandatory and voluntary pension funds and pension management companies, – Laws governing the establishment and operation of investment funds and management companies thereof, – The Act on Prevention of Money Laundering and Financing of Terrorism, or – Laws of other countries that by their description correspond to the misdemeanors under the aforementioned laws? YES NO If YES, please provide details:

10. Have the intended acquirer who is a natural person or responsible persons of the intended acquirer who is a legal entity, or persons who will after the acquisition conduct or supervise the conduct of the management company's business, held managerial positions in a commercial company against which a bankruptcy procedure was opened, a pre-bankruptcy procedure/pre-bankruptcy agreement procedure was initiated, a remedial procedure was launched, reorganization measures were imposed, a decision on liquidation was made, or whose operating license was revoked?
YES
NO
If the answer is YES, please provide details:

11. Is the intended acquirer a stakeholder/shareholder, member of the supervisory or management board, management, executive director, or authorized signatory of another commercial company, or does the intended acquirer participate in any other way in the creation and implementation of business policy or have any other financial interest in another commercial company or legal entity?
NO
YES
If YES, please provide:
Company name:
Head office:
Position held:

12. Has Hanfa, or another supervisory authority, refused to issue the intended acquirer with approval for acquiring a qualified stake in the financial sector?
YES
NO
If YES, please provide:
Supervisory authority:
Decision and its date:

13. Have the competent supervisory authorities in a commercial company or other legal entity in which the intended acquirer who is a natural person or responsible persons of the intended acquirer who is a legal entity, or persons who will after the acquisition conduct or supervise the conduct of the management company's business, were members of the management, members of the supervisory or management board, or authorized signatories or executive directors, or participated in any other way in the creation and implementation of business policy, established irregularities or illegality in operations or serious violations of laws regulating the operation of commercial companies (relative to the time period in which the aforementioned functions were performed)?
NO
YES
If YES, please provide:
Company name:
Head office:
Position held:
Supervisory authority:
Applied measures:

14. Has the intended acquirer who is a natural person or responsible persons of the intended acquirer who is a legal entity, or persons who will after the acquisition conduct or supervise the conduct of the management company's business, been subject to a security measure prohibiting the practice of a profession?
NO
YES
If YES, please provide details:

15. Has the suitability and financial status of the intended acquirer been assessed by Hanfa, the Croatian National Bank, or a related supervisory authority from the Republic of Croatia, other Member State of the European Union and European Economic Area, or another country?
YES
NO
If YES, please provide:
Supervisory authority:
Decision and its date:

16. Does the intended acquirer who is a natural person or responsible persons of the intended acquirer who is a legal entity, or persons who will after the acquisition conduct or supervise the conduct of the management company's business, hold a position in state service, or a position in a unit of local and regional (regional) self-government, or are you a civil servant of state or local and regional (regional) self-government or authorities responsible for legislative and executive power in the Republic of Croatia, Member State, or third country?
YES
NO

17. Is the intended acquirer on the list of tax debtors of the Ministry of Finance – Tax Administration, or on the list of delinquent debtors in the Croatian Registry of Credit Obligations (HROK), or in the Information Exchange System of the Croatian Bankers' Association (HUB) on the List of Delinquent Clients, or in the corresponding registry/list of another Member State or third country?
NO
YES
If the answer is YES, please explain where you are registered, when, and why?

18. Is the intended acquirer in a conflict of interest with respect to the management company in which they intend to acquire a qualified stake, its shareholders/business share holders, members of the management, members of the supervisory board, holders of key functions, or senior management?
NO
YES
If YES, please explain:

19. Do you believe that there are other facts or circumstances that, in reasonable judgment, might be important for the assessment of the suitability and financial status of the intended acquirer (e.g., facts or circumstances related to professional competence, possible financial difficulties, conflict of interest, etc.)?
YES
NO
If YES, please specify which:

The signatory of this Questionnaire declares that they have read it in full, fully understood it, provided the above data in accordance with all their knowledge and information available to them, and fully guarantees, under criminal and material liability, the completeness, truthfulness, and accuracy of the provided answers, and that they have not concealed any information that could influence Hanfa's decision. Furthermore, they undertake, in the event of acquiring a qualified stake in the target management company, to immediately inform Hanfa of all changes that would affect the given answer to the questions in this Questionnaire or could significantly affect the granting of approval for the acquisition of a qualified stake, or regarding the cessation of conditions for the holder of a qualified stake in the management company.

The signatory of this Questionnaire declares that they are aware that providing false data constitutes a criminal offense.

The signature on this Questionnaire must be certified by a notary public!

Name and surname of the intended acquirer (in the case of the intended acquirer being a legal entity, the name and surname of all responsible persons and their positions in that entity are entered):
________________________________________________________ Handwritten signature of the intended acquirer (in the case of the intended acquirer being a legal entity, all responsible persons sign):
________________________________________________________ Place and date of completion of this Questionnaire:

APPENDIX 2.
DECLARATION
ON FINAL (NON-)CONVICTION FOR CRIMINAL OFFENSES PROSECUTED EX OFFICIO (for foreign nationals) (Data provided in this Declaration is Hanfa's business secret)

I ___________________ (name/surname/birth surname), born ___________ (date of birth) with residence in ___________________________________, __________________ citizen, passport number __________________, under criminal and material liability, declare that I have not been finally convicted for criminal offenses prosecuted ex officio.

Note:
If the person making the declaration has been finally convicted for any of the criminal offenses prosecuted ex officio, details must be provided which include at least data on the name of the court, number, date of issuance, and date of finality of the judgment, criminal offense, and imposed criminal sanctions:
_________________________________________________________________________.

The signature on this Declaration must be certified by a notary public!
Place and date Signature