- about us
you are being redirected to the website of our parent company, Schönherr Rechtsanwälte GmbH
ECJ ruling ends unlimited public access to UBO Register
Under Article 30 (5) (c) of Directive (EU) 2015/849 on the prevention of the use of the financial system for the purpose of money laundering or terrorist financing (AML Directive 2015), Member States are obliged to ensure that information on beneficial ownership is accessible by any person or organisation that can demonstrate a legitimate interest in obtaining it.
Transfer impact assessment in Serbia: Do you really have to comply?
As a consequence of the ECJ judgment, now widely known online as "Schrems II", the EU Commission has enacted new Standard Contractual Clauses introducing the Transfer Impact Assessment as an obligation for all data importers and exporters. This assessment is intended to show whether the government and authorities of the importing country can access the personal data that are being transferred. All organisations must align with the new Standard Contractual Clauses and prepare a Transfer Impact Assessment by 27 December 2022, so the clock is ticking.
Factoring and liquidity facilities: making the best of both worlds
Factoring volumes in Romania have seen a marked increase over the last year, up to EUR 3.68bln in the first half of 2022, according to public sources. While part of this 31.6 % year-on-year surge was driven by inflation rates, local businesses do appear to show a growing appetite for this type of financing product.
Does Direct Marketing Require Specific Consent?
The Hungarian data protection authority (NAIH) fined Magyar Éremkibocsátó Kft, a limited liability company engaged in the numismatic business, HUF 30m (approx. EUR 73,000) for unlawful direct marketing activities.
Czech competition law in 2022 and what's ahead
The Czech Competition Authority (the "CCA") held an annual conference on 9 and 10 November, which usually provides a good overview of both its current practice and expectations for the near future. This year the representatives of the CCA presented news and practical insights on a wide range of topics, the most important of which are summarised below.
Austria: The (new) copyright transparency obligation
The amendment to the Austrian Copyright Act introduces a whole range of new provisions on copyright contract law, strengthening the position of authors and performers1. In our first Legal Insight ("Austria: The (new) Copyright Contract Law ") we provided some background information and an overview. In our second Legal Insight ("Austria: The (new) copyright remuneration rules for authors and performers"), we introduced the new remuneration provisions. However, in order to assess whether the remuneration remains appropriate and proportionate, some more information is needed.
This brings us to the transparency obligation (Art 19 DSM Directive; Sec 37d Austrian Copyright Act):
Changing the oil in the debt management machinery
As part of a comprehensive EU strategy to tackle non-performing loans, the European Parliament and the Council adopted a directive on credit servicers and credit purchasers, which Member States have until 29 December 2023 to transpose into national law.
Hungary's new Integrity Authority: what is it and how could it benefit foreign investors?
Hungary's parliament passed a package of anti-corruption laws on 3 October 2022 as part of the commitments made by the government to the European Commission.
09 November 2022
Bulgaria paves way for innovative businesses with new start-up visa
Country welcomes non-EU investors to boost local start-up ecosystem
After Decree No 318 of 7 October 2022 adopting the Ordinance on the conditions and procedure for issuing, extending and revoking a certificate for a high-tech and/or innovative project (the "Ordinance") was promulgated in issue 82 of the State Gazette of 14 October 2022, Bulgaria joins the almost half of EU countries that issue "start-up visas".
08 November 2022
Serbian Competition Authority imposes EUR 460,000 fine for formation of a consortium
The Commission for Protection of Competition of the Republic of Serbia ("Commission") recently imposed a EUR 460,000 fine on companies in the hazardous waste management market for forming a consortium to participate in a public procurement procedure.
Erneuerbare-Wärme-Gesetz ante portas
Auf dem Weg zur Klimaneutralität gibt es in Österreich noch viele legistische Baustellen. Letztes Jahr wurde mit dem Erneuerbaren-Ausbau-Gesetz (EAG) ein bundeseinheitlicher förderrechtlicher Rahmen für die Umstellung auf Erneuerbare Energien geschaffen. Im Bereich der Wärmebereitstellung für Gebäude fehlt auf Grund der Kompetenzverteilung zwischen Bund und Ländern bislang ein einheitliches bundesrechtliches Regelungsregime. Dies könnte sich nun ändern: Am 02.11.2022 wurde im Ministerrat das Erneuerbare-Wärme-Gesetz (EWG) beschlossen.
Austria: The (new) copyright remuneration rules for authors and performers
The amendment to the Austrian Copyright Act introduces a whole range of new provisions on copyright contract law, strengthening the position of authors and performers1. In our first Legal Insight ("Austria: The (new) Copyright Contract Law") we provided some background information and an overview of the new provisions, which are partly based on the DSM Directive2 and partly adopted from German law. Now we want to examine what to expect from the provisions and what to look out for when drafting copyright agreements in the future.
Let's start with the new remuneration rules based on the DSM Directive:
The Digital Services Act: A tight timeline for compliance?
The Digital Services Act ("DSA")1 was published in the Official Journal of the European Union on 27 October 2022.2 This means that the Act, targeting numerous online services, will enter into force only 20 days later, on 16 November 2022.
Hungary: The jury is still out – is it lawful to incorporate taxes into flight tickets?
Hungary's parliament passed a package of anti-corruption laws on 3 October 2022 as part of the commitments made by the government to the European Commission ("EC").
Austria: The (new) Copyright Contract Law
The Amendment of the Austrian Copyright Act fundamentally revised the Copyright contract law. An entire series of new provisions for the protection of authors was implemented. But what does this mean for (future) license holders? Let us take a look!
ECJ ruling: Paid offer to join a group insurance scheme constitutes insurance mediation
In its decision C-633/20 of 29 September 2022, the European Court of Justice (ECJ) recognised that the concept of an insurance intermediary or insurance distributor also includes a legal person who offers voluntary membership in a group insurance policy that it previously concluded with an insurance company, for which it receives remuneration from its customers who in return are entitled to claim insurance benefits.
Moldova: Excursus on the latest update to the labour code
Following the tendency among EU states to improve labour legislation, through its 28 July 2022 law ("Law 243/2022"), the Moldovan Parliament passed certain amendments to the Labour Code. These were motivated by the need to align the existing legislation to current realities and the recommendations of the International Labour Organization.
Law 243/2022 entered into force on 26 August 2022.
EuGH-Urteil: Entgeltliches Angebot zum Beitritt in eine Gruppenversicherung stellt Versicherungsvermittlung dar
In seiner Entscheidung C-633/20 vom 29.09.2022 erkannte der EuGH jüngst, dass unter den Begriff des Versicherungsvermittlers bzw des Versicherungsvertreibers auch eine juristische Person fällt, deren Tätigkeit darin besteht, eine freiwillige Mitgliedschaft in einer zuvor von ihr bei einer Versicherungsgesellschaft abgeschlossenen Gruppenversicherung anzubieten, für die sie von ihren Kunden eine Vergütung erhält und die die Kunden zur Inanspruchnahme von Versicherungsleistungen berechtigt.
New rules in Czech UBO law as of 1 October 2022. Immediate threat of sanctions
The Czech Act on Ultimate Beneficial Owners1 (the "UBO Act") has been effective since 1 June 2021. Not even a year and a half later, Czech lawmakers introduced an amendment to the UBO Act2 (the "Amendment") after significant pressure from the European Commission to comply with the Fifth Anti-Money Laundering Directive3 ("AMLD5").
NFT licences that "can't be evil": are they any good?
Licences connected to Non-Fungible Tokens (NFTs) are still far from being the norm. As a result, most NFTs still do not convey sufficient or appropriate IP rights to their underlying content. Moreover, they have to deal with practical difficulties inherent to the nature of NFTs. The need for licences tailored to the NFT market is therefore evident.
To overcome the practical difficulties and tackle these issues, publicly available NFT licence systems have emerged. But are they any good?
Probationary period and discrimination in light of Czech case law
It is common for employers and employees to agree on a probationary period in the employment contract. The employee can check whether the type of work, place of work and the wage or other working conditions suit them, while the employer can use the probationary period to assess whether the employee is meeting its expectations. During the probationary period, each party can decide whether they wish to remain in the employment relationship or to terminate it.
First Annual Report on Czech FDI screening – main takeaways
The Czech foreign direct investment screening regime entered into force on 1 May 2021. The Ministry of Industry and Trade ("MIT"), which is responsible for the screenings, has now published its first annual report. The report takes stock of the first year of enforcement. Below we discuss the enforcement trends that have emerged from the report.
Hungarian Competition Authority to propose sustainable product routes and boost domestic production in the insulation materials market
In August 2022 the Hungarian Competition Authority (GVH) closed its accelerated sector inquiry into the market for insulation materials, providing recommendations to manufacturers, the public, waste management operators and the legislator, aiming for a decrease in product prices.
Romania: Am I saying anything when abstaining from voting as a shareholder?
Historically speaking, uncertainty always existed in Romania regarding the meaning of abstention in general meetings of shareholders. What is at stake is the means to calculate the majority required for the adoption of resolutions of ordinary general shareholders meetings, in which case the Romanian Companies Law (Law no. 31/1990) provides that resolutions are adopted by the "majority of expressed votes".
Austria: No more mandatory quarantine. What should employers know?
New Covid regulations are in effect from 1 August 2022, raising many questions for employers. The biggest changes are that quarantine for SARS-COV-2 infected persons is no longer mandatory according to Austrian law and the reinstatement of the risk group exemption ("Risikogruppenfreistellung").
Österreich: UVP-Novelle 2022 in den Startlöchern
Eine Novellierung des UVP-G1 wurde vom BMK2 bereits seit längerem angekündigt. Nunmehr schickte das BMK den Novellenentwurf bis zum 19.09.2022 in Begutachtung. Medial stand vor allem die "Beschleunigung von Genehmigungsverfahren" im Vordergrund. Die Novelle umfasst aber weit mehr. Der gegenständliche Beitrag bietet eine erste Orientierung.
Hungary opens its online sports betting market from 2023 and sets licensing conditions
Hungary has ended the state monopoly on the online sports betting market and this now makes way for the market entry of operators incorporated in the European Economic Area (EEA) ("EEA Operators").
EU: How to rescue a design
Have you ever wondered whether you can modify a registered community design ("RCD") that is challenged by an application for declaration of invalidity by removing certain prohibited design elements to maintain the registration?
Bulgaria: Contractual set-off as a quasi-security in commercial and financial transactions
The Supreme Court confirmed parties' freedom to contractually modify any of the prerequisites for set-off under Bulgarian law, thus permitting various quasi-security arrangements in commercial and financial contracts that creditors may avail themselves of.
EU-Sanktionen gegen Russland kommen öffentlichen Auftraggebern teuer zu stehen
Seit 9. April gilt das mit der Verordnung (EU) 2022/576 erlassene 5. Sanktionen-Paket gegen Russland. Erstmals werden damit auch öffentliche Auftraggeber unmittelbar in die Pflicht genommen.
Moldova: GDPR: almost there
On 11 November 2021, the Moldovan Parliament passed a series of legal amendments ("Law 175/2021"), including to the existing Law on Personal Data Protection. Law 175/2021 entered into force on 10 January 2022 and partially transposes the European Union's General Data Protection Regulation ("GDPR").
Romania: Happy New Year, Happy New Tax Rules!
Romanian taxpayers had an exciting start to the year with the Government introducing changes to the country's main tax laws – the Fiscal Code and the Tax Procedural Code. These amendments, which follow others announced at the end of last year, were introduced in accelerated fashion, having been debated for only a few days prior to adoption.
Moldova: Digitalisation has made it easier to establish, operate and sell companies
Through its 11 November 2021 law ("Law 175/2021"), the Moldovan Parliament passed certain amendments to existing legislation with the goal of digitalising the national economy. As a result, the norms implemented have made it simpler to establish, operate and sell companies in Moldova.
Law 175/2021 entered into force on 10 January 2022.
Impfpflicht in Österreich – quo vadis?
Inzidenzen, (Intensiv-)Bettenbelegungen, COVID-19-Virus(varianten), eine Durchimpfungsrate von 90 %, nicht zuletzt die Omikron-Variante sind seit Monaten aus dem Wortschatz der medialen Berichterstattung über die omnipräsente und themenbestimmende COVID-19-Pandemie kaum wegzudenken.
Merger Control: Adjustment of the local nexus under the transaction value threshold in Austria
The Austrian Federal Competition Authority (FCA), together with the German Federal Cartel Office (FCO), has published an update to its guidelines on the application of the transaction value thresholds (Guidelines).
Cross-border distribution of funds Directive finally implemented in Austria
An act implementing the cross-border distribution of funds Directive (the "CBDFD")1 into Austrian law (the "Act")2 finally entered into force on 11 December 2021. The Austrian legislator was already late with the implementation, since EU Member States were required to transpose the CBDFD into national legislation by 2 August 2021.
Moldova: Control of investments legislation entered into force
Through its 11 November 2021 law ("Law 174/2021"), the Moldovan Parliament approved the rules on control of investments into sectors important for the security of the state. Law 174/2021 applies equally to local and foreign investors and entered into force on 19 November 2021.
Austria: What to do when the prosecutor comes knocking
House searches have been all over the news in Austria recently. In case you have been wondering what happens to your phone, laptop and tablet when the prosecutor comes knocking – read below.
Hungary: Competition authority publishes results of the first accelerated sectoral inquiry into the national brick market
The Hungarian Competition Authority (HCA) has published its report of an accelerated sector inquiry into the national brick market at the end of September.
27 September 2021
Limited network exemption under PSD2 – EBA consults on Draft Guidelines
In summer 2021 the European Banking Authority (EBA) published Draft Guidelines on the limited network exemption (LNE) under the Payment Service Directive 2 (PSD2) for consultation (available here). The Draft Guidelines are meant to foster supervisory convergence amongst the EU's national competent regulators (NCAs).
Similarity of single letter trademarks (GC T-399/20)
In its judgment on 14 July 2021 in Case T-399/20, the General Court assessed whether there is likelihood of confusion between figurative trademarks that depict two letters from different foreign alphabets.
Poland: Implementation of AMLD V – new KYC procedures and registers
The recent implementation of the AML V Directive to the Polish Act on Counteracting Money Laundering and Terrorist Financing will have a significant impact on business and the approach taken by state bodies to certain transactions.
The tension between the GDPR & NFTs
If you are unfamiliar with the world of NFTs, please see our self-experiment. If you want to quickly recap what NFTs have to do with smart contracts, please see here.
EU: Attention copyright holder: clarification on the activity of satellite bouquet providers incoming
Bouquets of satellite TV programmes are a convenient service for users. But where is the consent of the rightsholder required? The ECJ will soon offer answers.
Blockchain and (Un)Real Estate
Blockchain technology has – so far – not lead to a transfer of the world's land registers onto this technology or to a "tokenization" of title (documents). The only significant exception in this respect is Georgia where a purchaser's title to real property can be registered by execution of a smart contract.
Österreich: Die Tücken der neuen Restrukturierungsordnung
Am 16.06.2021 wurde von der Bundesregierung der Entwurf der neuen Restrukturierungsordnung (ReO), mit der die RL (EU) 2019/1023 (RestrukturierungsRL) umgesetzt wird, beschlossen (siehe hier). Die Regierungsvorlage wird nun im Parlament behandelt und soll im Juli 2021 in Kraft treten (siehe unseren Legal Insight als Übersicht).
Stricter liability of statutory body members (and others) in case of company insolvency
The amendment to the Business Corporations Act effective from 1 January of this year (the "Amendment") brings, among other things, a significant change in the liability of members of a statutory body, which will affect the current topic of insolvency.
When a museum buys an NFT: Legal challenges and considerations
The story of our NFT self-experiment does not end with the selling of the token. To the contrary, it is only the start: The buyer – in our case the Museum Francisco Carolinum in Linz – wants to use the artwork for their purposes. In general, what legal considerations should a museum keep in mind?
Coming up Next: UBO Register in Hungary
Hungary was one of the last EU countries to introduce a register of ultimate beneficial owners. While the provisions of the Fourth and Fifth AML Directives were already implemented in the Hungarian AML Act, the technical conditions on the actual operation of the UBO register were only adopted by Act XLIII of 2021 ("UBO Register Act") and are in force as of 22 May 2021.
NFTs: What about energy and climate issues?
When we started our NFT self-experiment, it did not take long before questions relating to energy consumption came up. According to our estimates, the two transactions (i) minting of the token and (ii) authorisation of an eventual sales processing, produced a CO2-footprint of over 100 kg of CO2EQ.
(Be)sicher(t) durch die Insolvenz?
Forderungen von Absonderungsgläubigern sind insgesamt auf den Wert der jeweiligen Sicherheit im Zeitpunkt der Bestätigung eines Sanierungsplans begrenzt. Damit ist der OGH in seiner aktuellen Entscheidung 17 Ob 12/20v von seiner bisherigen Rechtsprechung abgewichen.
Let the NFT Self-Experiment begin!
Non-fungible tokens (NFTs) aren't new, in fact they've been around for years. However, it took the auction of an NFT linked to an image by Christie's Auction House and the fall of the hammer at a spectacular USD 69 million to create worldwide attention and interest in NFTs.
Corporate and commercial post-Covid
More than a year since the first lockdown (which was introduced in March 2020), the COVID-19 pandemic continues to shape and challenge the Romanian legal and business environment in ways difficult to predict a year ago.
Whistleblowing: what new duties will arise for employers? | Czech Republic
The Chamber of Deputies is currently discussing at first reading a bill on the protection of whistleblowers. This act should implement the European directive on whistleblowing1, and should therefore become effective within the implementation period, i.e. no later than 17 December 2021.
How to turn office space into residential units? Legal challenges
The COVID-19 pandemic has severely impacted several fields and industries, including the real estate sector. Many office buildings have been vacated as a precaution or because the companies went out of business.
21 April 2021
Facial recognition – Austrian regulations v European approach?
Over the last couple of years, more and more countries have deployed technologies that allow them to match digital images of a person (e.g. from a surveillance camera) against a database of pictures.
20 April 2021
Serbian Competition Authority issues long-awaited guidance on the concept of a concentration in cases of interrelated transactions
In April 2021, the Serbian Competition Authority ("SCA") issued an opinion on the fundamental merger control notion of a "concentration" in cases involving interrelated transactions (the "Opinion").1
Energy communities – is a business licence required?
Energy communities are the new model for a more decentralised energy supply (for further details please see "Sparking change: Renewable Energy Expansion Act published for evaluation"). An energy community can generate, consume, store, distribute and sell energy, with the focus being the use of the jointly generated energy by the community members. According to the draft Renewable Expansion Act (EAG), which will be passed shortly, energy communities may also actively participate in the electricity market and provide energy services.
Facial recognition technology: regulations and use
In recent years there has been an increased use of technologies that match a person's digital image (eg, from a surveillance camera) to a picture database. These technologies facilitate various tasks, including:
New ruling expands environmental organisations' rights in nature conservation procedures
In December 2020 the Higher Administrative Court issued an interesting ruling regarding the party status of environmental organisations (EOs).1 Until now, the scope of EOs' participation rights in Austrian nature conservation proceedings was unclear. The court's ruling clarifies that EOs' party status is to be interpreted broadly.
The ECJ's VG Bild-Kunst case: Are there (legal) limitations to the use of links?
YES - In its previous case law, the court has recognised the importance of hyperlinks for the operation of the World Wide Web and for freedom of speech. On these grounds, the European Court of Justice (ECJ) generously allowed the use of links to make third-party content accessible via one's own website.
Die Hüterin der EAG-Förderungen: Überblick zur EAG-Förderabwicklungsstelle
In Schönherrs Erneuerbaren-Ausbau-Gesetz Infocorner werden die wesentlichen Eckpunkte des EAG-Pakets dargestellt und praxisrelevante Rechtsfragen behandelt. Bleiben Sie zudem über aktuelle Veranstaltungen und Webinare informiert.
EAG: Änderungen des ElWOG und GWG
Die am 17.03.2021 veröffentlichte Regierungsvorlage des EAG-Gesetzespakets umfasst neben dem neuen Erneuerbaren-Ausbau-Gesetz unter anderem auch Novellen des ElWOG und des GWG. Diese Novellen haben das Ziel, erneuerbare Energiequellen in das Energiesystem zu integrieren und die Systeminnovationen zu implementieren.
Hier kommt die Sonne(nenergie)
Am 17.03.2021 wurde der mit Spannung erwartete Entwurf des Bundesgesetzes über den Ausbau von Energie aus erneuerbaren Quellen (Erneuerbaren-Ausbau-Gesetz – EAG) im Ministerrat beschlossen. Um die Investitionssicherheit für bestehende und zukünftige Anlagen zu gewährleisten, bringt der Entwurf bedeutende Änderungen des Fördersystems für Photovoltaikanlagen – ein erster Überblick!
Neues EAG: Update zu Energiegemeinschaften!
Am 17.03.2021 wurde die Regierungsvorlage zum geplanten Bundesgesetz über den Ausbau von Energie aus erneuerbaren Quellen (Erneuerbaren-Ausbau-Gesetz – EAG) veröffentlicht. Diesem lang ersehnten Schritt geht ein Begutachtungsverfahren mit über 100 Stellungnahmen voraus. Mehr als 6 Monate wurde am Begutachtungsentwurf gearbeitet. Für die geplanten Energiegemeinschaften gibt es einige wesentliche Änderungen.
11 March 2021
COVID19 Overview on moratoria
03 March 2021
Impact of the Coronavirus Measures on the Real Estate Sector in CEE
Hungary: New labour inspection rules as of 1 March 2021
On 1 March 2021 a new Act on Labour Inspection, Employment Services and Grants will enter into force in Hungary, which replaces the "old" Act on Labour Inspection from 1996. While the new Act contains similar rules, there are some novelties too. Below we summarise the most important ones.
Newsflash: Keine Macht dem hold-out – die neue Restrukturierungsordnung
Am 23.02.2021 wurde der lang erwartete Entwurf der Restrukturierungsordnung veröffentlicht. Mit dem Entwurf soll die Richtlinie (EU) 2019/1023 (RestrukturierungsRL) in Österreich umgesetzt werden.
New investment screening mechanism in Slovakia
On 1 February 2021, the Slovak Ministry of Economy submitted an investment screening proposal to the government. This proposal was approved by the National Council (with amendments) on 5 February 2021 and is scheduled to enter in force on 1 March 2021.
Romania: FDI rules soon to be tightened
At the end of December 2020, the Romanian Competition Council (the "RCC") published an updated iteration of the draft Emergency Government Ordinance implementing the FDI Regulation (the "FDI Draft Law").
Gatekeepers and the Digital Markets Act – CEE focused in-depth review
The Digital Markets Act proposal (DMA) is a collection of complex obligations imposed on certain digital service providers. We previously described the salient features of the DMA here.
Bulgarian watchdog introduces pre-notification contacts in merger proceedings
As of 1 January 2021, Bulgaria's Commission for the Protection of Competition (the "CPC") will be available for pre-notification discussions. To this end, it has also published bylaws ("Rules") for such contacts (adopted by CPC decision 1005/10 December 2020).
23 December 2020
Czech Competition Authority imposed fine on retailer for abuse of significant market power
The Czech Competition Authority (CCA) announced in a press release1 that it had imposed a fine of CZK 32m (approximately EUR 1.2m) on the Czech retail chain HRUŠKA, spol. s.r.o., for an alleged abuse of significant market power. The decision is not final and an appeal has been filed.
Cyber security: the last days for operators of essential services in Romania to notify CERT-RO
Operators of essential services are required to notify CERT-RO - the national competent authority for security of networks and information systems - for registration in the Register of operators of essential services by 17 December 2020. Otherwise, these companies risk fines of, in some cases; up to 5 % of their turnover.
Know Your Supply Chain: Proposal for EU-wide Mandatory Due Diligence Legislation
Supply chains have been in focus throughout 2020, and not only thanks to COVID-19. Earlier this year, the European Commissioner for Justice, Didier Reynders, announced that in 2021 the Commission would propose legislation on mandatory corporate due diligence covering human rights and environmental risks across a business's supply chain.
Bulgaria: How safe is it to advertise a product as "homemade"?
On 19 November 2020 the Bulgarian Commission for Protection of Competition ("CPC") fined Olineza Premium OOD ("Olineza"), one of the biggest Bulgarian food producers, BGN 1,479,040 (approx. EUR 700,000) or 4 % of its 2019 turnover.
07 December 2020
The role of competition law in moving towards a more sustainable world
Across the globe, more and more companies are looking into ways to strengthen their environmental, social and corporate governance ("ESG") profile as investors realise that a strong ESG profile is the key to safeguarding a company's long-term profit and growth.
27 November 2020
Slovenia: Damages resulting from competition law infringements: Collective redress easing the way to compensation
The adoption of Directive 2014/104/EU ("Damages Directive"), which introduced a level playing field for the private competition law enforcement regime among EU Member States, has paved the way for private enforcement to gain more traction in the EU.
06 November 2020
Status of Intellectual Property Offices in CEE
05 November 2020
Serbia: European Commission comments on Western Balkan countries' level of harmonisation of antitrust rules
The European Commission recently adopted the 'enlargement package' for 2020, which encompasses reports on candidate and potential candidate countries' progress towards EU accession. The progress reports contain, among other things, an assessment of the level of harmonisation of the Western Balkan countries' national competition laws with EU competition law and practice.
Has Croatia implemented FDI screening mechanism?
On 2 October 2020 the Regulation on the Implementation of the EU Foreign Direct Investment (FDI) Screening Regulation (2019/452) (OJ L 79I, 21 March 2019) (the Implementing Regulation) entered into force.
Austria: FMA publishes guidance on ICOs and token classification
The Austrian Financial Market Authority (Finanzmarktaufsicht, FMA) has recently published guidelines on how it views Initial Coin Offerings (ICOs) from a financial services regulatory perspective.
The Reference Mechanism in the EU-UK Withdrawal Agreement: Innovative or Simply Pragmatic?
In early September 2020, the United Kingdom (‘UK’) Secretary of State for Northern Ireland, Brandon Lewis, conceded in no uncertain terms that the UK Internal Market Bill would violate public international law, albeit only in “a very specific and limited way“.
Austria: Covid-19: Welche Unterstützungsleistungen der öffentlichen Hand kann ich beantragen?
Die durch die COVID-19 Pandemie verursachten wirtschaftlichen Auswirkungen betreffen eine Vielzahl von Unternehmen. Die Politik hat bereits mehrere Maßnahmen zur Erhaltung der Zahlungsfähigkeit und Überbrückung von Liquiditätsengpässen für die heimische Wirtschaft verlautbart.
How can Romanian SMEs affected by the pandemic access the announced state aid scheme?
Following the European Commission's approval of Romania's state aid scheme to support small and medium-sized enterprises ("SMEs") and certain large enterprises affected by the COVID-19 pandemic, the Ministry of European Funds adopted the state aid scheme through a ministerial order, in the context of the economic crisis generated by the pandemic.
EAG-Entwurf: Energiegemeinschaften als neue Marktteilnehmer!
Der mit Spannung erwartete Begutachtungsentwurf des Bundesgesetzes über den Ausbau von Energie aus erneuerbaren Quellen (Erneuerbaren-Ausbau-Gesetz – EAG) enthält ua Regelungen zu Erneuerbaren-Energie-Gemeinschaften. Damit soll die Bürgerbeteiligung an der Energiewende und eine verstärkte dezentrale Energieversorgung in Österreich gefördert werden.
Romania: New changes in labour law
Soon employers will have to amend their internal regulations in order to adapt them to the imminent labour law changes to be announced. At the same time, they should consider the opportunity of inserting new clauses into individual employment agreements, referring to the newly introduced conciliation procedure for labour disputes.
Mandatory e-communication for companies seated in Croatia
The digitalisation of the Croatian court system is proceeding and e-communication is expanding. Snail mail and "paper" communication are on the verge of extinction. As of 1 September 2020, all legal entities will have to use e-communication with the court.
24 August 2020
City of Prague fined for unfair parking rules
In a first-instance decision, the Office for the Protection of Competition recently fined the City of Prague Kc980,000 (approximately €36,981) for creating anti-competitive parking conditions for hybrid vehicles.
Bulgaria: Competition analysis of production, transmission and supply of heating for household and non-household needs
The Commission for Protection of Competition (CPC) recently opened a sector analysis of the markets for the production, transmission and supply of heating for household and non-household needs and vertically connected markets.
Certain Romanian Competition Law provisions on hold (for now)
Several provisions of Competition Law no. 21/1996 (the "Competition Law") are currently suspended and may lose their legal effects beginning of September, following a recent decision issued by the Constitutional Court of Romania (CCR).
Hungary: Impacts of COVID-19 on the labour and real estate markets | Podcast
The COVID pandemic and the subsequent state of emergency in Hungary have disrupted conventional methods of working, with most companies having successfully transitioned into home office – a modus operandi rarely used before.
Czech Republic: Managing director and invalid employment contract, work injury
(from the decision of the Supreme Court of the Czech Republic 21Cdo 2124/2018)
The Supreme Court of the Czech Republic recently issued an interesting decision concerning the employment of a managing director and an accident at work.
Austrian Parliament adopts new FDI screening act
On 15 July 2020 the Austrian Parliament adopted a new FDI screening act (Investitionskontrollgesetz, "ICA"), following the trend to tighten the regulatory framework for foreign investment screening (read more here: Austrian government proposes new FDI screening act).
16 July 2020
CFO Crisis Management Checklist – CEE edition
Energy: Bulgaria introduces licensing regime for natural gas traders
With a last-minute amendment of the Bulgarian Energy Act of 26 June 2020, natural gas trading becomes an activity subject to licensing by the Energy and Water Regulatory Commission (the "Energy Commission").
Hungary: Data protection authority imposes highest post-GDPR fine
The Hungarian National Authority for Data Protection and Freedom of Information (the "Authority" or "NAIH") recently imposed a fine of HUF 100m (approx. EUR 285,000) on one of the biggest electronic communication service providers Digi Távközlési Szolgáltató Kft. ("Digi").
Hungary: The time needed for liquidation and forced deletion procedures has been extended due to coronavirus
On 28 May 2020, the Hungarian Government adopted amendments to the laws on company liquidation and forced deletion procedures to cushion the impact of the global coronavirus pandemic on the economy.
The Unfair Competition Law is changing: new focus on companies with superior bargaining position l Romania
A draft Emergency Government Ordinance recently published on the Romanian Competition Council's (RCC) website sets the stage for several significant changes to Law 11/1991 (the Unfair Competition Law).
Will the COVID-19 pandemic ramp up Romania's green ambitions?
The unprecedented economic crisis caused by the COVID-19 pandemic is severely impacting the electricity sector, with demand falling as much as 20 % in certain cases, according to data published by the International Energy Agency (IEA).
03 June 2020
CEE ramps up screening of foreign direct investments (FDI)
FDI screening was for a long time a blank spot on the regulatory landscape for most countries in Central Eastern Europe (CEE). Unlike Western European Member States, so far relatively few countries in Central Eastern Europe (Austria, Poland, Hungary, Romania) had instruments that allowed vetting foreign investments; albeit often with little practical relevance.
18 May 2020
Czech Republic: Constitutional Court upholds Act on Significant Market Power but declares 3% limit on marketing payments unconstitutional
In a recent decision, the Constitutional Court upheld the Act on Significant Market Power, despite demands for its repeal by a group of senators almost four years ago.
Transactions under political scrutiny – A new FDI regime in Austria
Following the adoption of the new EU framework for screening of foreign direct investments (see Schoenherr Newsletter 13.03.2019), the Austrian government recently published a draft bill to amend the current rules on foreign direct investments (FDI) into Austria.
Further COVID-related employment law measures in Hungary
The Government of Hungary adopted further government decrees – which were promulgated in the Official Gazette on 10 April 2020 - in respect of employers with regards to the coronavirus disease.
30 April 2020
Labour & Employment-related measures in combatting the consequences of COVID-19 in CEE
Find an overview of labour & employment-related measures in combatting the consequences of COVID-19 in the CEE region – status as of 5 May.
COVID-19: state aid scheme sets maximum prices and margins for certain goods I Poland
On 8 April 2020 the European Commission approved a state aid scheme worth Zl3.5 billion (approximately €700 million) for loans and guarantees to support the Polish economy in the context of the COVID-19 outbreak.1
Czech Republic: LEX COVID – Changes to insolvency proceedings
The coronavirus pandemic has made life complicated for almost all businesses, especially from the financial point of view. Businesses thus face an increased risk of bankruptcy and subsequent insolvency proceedings.
Romania: Are Romanian companies ready for post-pandemic tax audits?
As part of the preventive measures taken to mitigate the impact of the COVID-19 pandemic, the Romanian tax authorities have limited the number of tax audits at taxpayers' premises for the duration of the state of emergency.
22 April 2020
COVID-19 – Effects on regulatory approvals in financial sector M&A transactions
M&A and corporate transactions (including mere group-internal restructurings) in the financial sector often not only require profound corporate law documentation, but also financial regulatory approvals from the competent authorities/regulators.
Slovenia: COVID-19 and breach of contract - debtors beware of foreseeability element
The COVID-19 pandemic is causing disruption throughout the commercial sector. Stakeholders are forced to shift their focus to mitigating the impact on the supply chain, customer relations, workforce, leases and more broadly business in general.
Bulgaria: Working remotely during the COVID-19 crisis - Is the risk for your trade secrets remote?
As the COVID-19 pandemic has rapidly spread across Europe, more and more companies have been forced to implement remote working arrangements for their employees.
17 April 2020
CEE: EU & Competition Monthly Bulletin – April 2020
Stay informed about the latest developments in competition law in Central and Eastern Europe with Schoenherr's multi-jurisdictional newsletter.
Hungary: Employment contracts and COVID-19
COVID-19 has created completely new challenges in the employment sector. As there is significant uncertainty and a need for detailed information about the situation, this article provides a timeline of employment-related measures that have been introduced to combat COVID-19 in Hungary.
09 April 2020
Corona Crisis: Amendment of the obligation to file for insolvency in CEE
With the fourth law on COVID-19, the Austrian legislator has suspended the obligation of an overindebted debtor to file for insolvency until 30 June 2020, irrespective of the cause of the over-indebtedness.
Croatia: The impact of COVID-19 on employment from the employer's perspective
Given the situation caused by the coronavirus pandemic in Croatia, the National Civil Protection Committee (Stožer civilne zaštite) has put in place numerous restrictive measures to protect the lives of all citizens.
State aid scheme to support Romanian SMEs in the context of the COVID-19 pandemic in light of the new amendments via GEO no. 42/2020
The Romanian government has finalised and adopted a state aid scheme to support SMEs in the context of the economic downfall generated by the global COVID-19 pandemic.
Austria: Fragen, Antworten und Praxisbeispiele zu den COVID-19 Sonderverfahrensvorschriften für Verwaltungsbehörden, VwG, VwGH und VfGH
Austria: Fragen, Antworten und Praxisbeispiele zu den COVID-19 Sonderverfahrensvorschriften für Verwaltungsbehörden, VwG, VwGH und VfGH (einschließlich Update zum 4. COVID-19-Gesetz)
Aus Anlass der aktuellen COVID-19 Epidemie hat der österreichische Gesetzgeber knapp eine Woche nach dem 1. COVID-19-Gesetz (BGBl I 2020/12) ein weiteres Sammelgesetz (2. COVID-19-Gesetz, BGBl I 2020/16, in Kraft getreten am 22.03.2020) beschlossen.
Änderungen für Abfalllager und Abfallbehandlungsanlagen durch das 4. COVID-19-Begleitgesetz
Kapazitätsausweitungen der Abfalllager von Abfallbehandlungsanlagen bedürfen regelmäßig einer Genehmigung nach dem AWG. Durch das verstärkte Abfallaufkommen im Zuge der COVID-19-Krise sind nunmehr für einen beschränkten Zeitraum Verfahrensvereinfachungen für diese Kapazitätsausweitungen vorgesehen.
"Corona" Amendment to the Slovak Labour Code and governmental measures aimed at helping employers
In response to the coronavirus crisis, which is seriously impacting the Slovak economy and employment, the Government of Slovakia has proposed an amendment to the Slovak Labour Code which was quickly passed in Parliament.
Bulgarian Coronavirus Payment Moratorium and its effect on cross-border financial transactions
The Moratorium was not self-proclaimed by the Bulgarian Parliament as an overriding mandatory piece of law so the courts discretion in cross-border scenarios has been retained
Update zu den COVID-19 Sonderverfahrensvorschriften für Verwaltungsbehörden, VwG, VwGH und VfGH
Der Nationalrat hat am 20.03.2020 auf Grundlage eines Initiativantrags der beiden Regierungsparteien einstimmig das 2. COVID-19-Gesetz beschlossen (BGBl I 2020/16).
Außerordentliche Kündigungsmöglichkeit des Mieters nach § 1117 ABGB
Nach § 1117 ABGB ist der Bestandnehmer berechtigt, auch vor Verlauf der bedungenen Zeit von dem Vertrag ohne Kündigung abzustehen, wenn das Bestandstück in einem Zustand übergeben oder ohne seine Schuld in einen Zustand geraten ist, der es zu dem bedungenen Gebrauch untauglich macht, oder wenn ein beträchtlicher Teil durch Zufall auf eine längere Zeit entzogen oder unbrauchbar wird.
Bulgaria: An overview of the effect of the Coronavirus (COVID-19) on the Bulgarian Real Estate Sector
The rapid spread of the COVID-19 pandemic is causing a severe impact on everyone's daily life, and is putting considerable strain on the economy as a result of the new challenges stemming from the pandemic. The real estate sector is no exception from this.
Bulgaria: Insolvency during the state of emergency and creditor protection
Bulgaria has been in a state of emergency since 13 March due to the COVID-19 outbreak. On 23 March the Parliament voted on a special State of Emergency Act (COVID-19 Act) which suspended all court, arbitration and enforcement terms and proceedings during the state of emergency, currently in force until 13 April.
Czech Republic: State supports actions to mitigate the impact of the pandemic
Czech businesses and citizens have recently been affected by the adverse effects of the state of emergency declared due to COVID-19 and related emergency measures taken by the government or the Ministry of Health.
Bulgaria: healthcare & life sciences in a global pandemic
Healthcare and life sciences have a special status as a type of legal practice. The debate about what this specialisation entails, and to what extent it even qualifies as legal work, is endless. However, as a crisis is also an opportunity, the coronavirus pandemic has defined the areas where law, healthcare and the life sciences overlap.
Business in Bulgaria under the new State of Emergency Law of 13 March: Suspended and postponed, but no actual economic support
Over the last few weeks, world leaders have likened the fight against COVID-19 to a war. Urgent measures are required to protect health and lives, justifying a wide range of economic measures, irrespective of their consequences.
Croatia: Temporary measures to mitigate the consequences of the COVID-19 pandemic and Zagreb earthquake in civil, insolvency and criminal procedure law
On 14 March 2020, the Croatian Ministry of Justice issued recommendations to prevent the transmission of the novel coronavirus (COVID-19) and control the pandemic ("Measures").
Slovenia: Government anti-coronavirus support schemes for businesses
On 25 March 2020, the Government of Slovenia announced a EUR 2bln rescue package intended to mitigate the adverse and diverse effects of the COVID-19 pandemic. The package primarily seeks to maintain jobs by providing pay check support and tax relief to employers and introducing additional mechanisms to reduce the liquidity shock on businesses.
Coronavirus – Auswirkungen auf die Insolvenzantragspflicht?
Das Coronavirus stellt Unternehmen vor große Herausforderungen unterschiedlicher Art. Der eingeschränkte Betrieb, Stornierungen und das Ausbleiben von Kunden können auch bei sonst gesunden Unternehmen zu Liquiditätsproblemen führen und im Extremfall die Pflicht auslösen, einen Insolvenzantrag zu stellen. Zwar hat der Staat Hilfsmaßnahmen angekündigt, die Frage ist aber, wie rasch diese Maßnahmen kommen, wie schnell sie greifen und ob sie ausreichend sind.
Austria: Coronavirus – How does it affect civil proceedings in Austria?
The coronavirus does not stop at court. That is why it creates uncertainty among litigants and even the public on whether and how to exercise subjective rights and enforce legal claims.
Czech Republic: Obstacles to work on the part of the employer in connection with the coronavirus
Many employers currently find themselves in a precarious position, faced with deciding how to deal with the obstacles to work arising from the coronavirus crisis, irrespective of whether these obstacles are the result of government measures (total or partial restrictions on operations) or due to real operational reasons (difficulties in the supply of materials for production, drop in sales).
News Alert Austria: Implications of legislative measures taken for merger control clearances in Austria
The Austrian Parliament has passed a series of further legislative measures to meet the Covid-19 crisis last week. These measures include a general stay of deadlines in administrative and court proceedings. The law is in force as of 23 March 2020.
Slovakia: Coronavirus from the employer's perspective
Given the coronavirus crisis impacting the Slovak economy and employment, we have prepared an overview of information on (i) the recent measures introduced by the Slovak public authorities to prevent the spread of COVID-19 in the Slovak Republic, (ii) recommended prevention, (iii) possible measures to be taken by employers, and (iv) planed measures announced by the government of the Slovak Republic aiming to help business overcome the negative impact of the current crisis.
COVID-19 Sonderverfahrensvorschriften für Verwaltungsbehörden, VwG, VwGH und VfGH
Der Nationalrat hat am 20.03.2020 auf Grundlage eines Initiativantrags der beiden Regierungsparteien einstimmig das 2. COVID-19-Gesetz beschlossen (BGBl I 2020/16). Neben zahlreichen wirtschafts-, sozial- und gesundheitspolitischen Maßnahmen wurde im Rahmen dieses Sammelgesetzes auch ein eigenes Bundesgesetz über Sonderverfahrensvorschriften für Verwaltungsbehörden, VwG, VwGH und VfGH beschlossen, um die (mittelbaren) Auswirkungen der Coronavirus-Krise auch in diesem Bereich einzudämmen (im Folgenden COVID-19-VerfG).
23 March 2020
The Serbian Commission for State Aid publishes a notice on the application of state aid rules during the coronavirus pandemic
In response to the ongoing coronavirus crisis, and following a similar announcement by the European Commission, on 17 March the Serbian Commission for State Aid Control ("Commission") published the Notice on the Application of the Rules for Granting State Aid in the Emerging COVID-19 Situation ("Notice").
Auswirkungen der COVID-19-Krise auf Verjährungsfristen
Das 2. COVID-19 Gesetz, das nach der Kundmachung im Bundesgesetzblatt (BGBl 16/I/2020) mit Beginn des 22.03.2020 in Kraft getreten ist, enthält auch ein Bundesgesetz betreffend Begleitmaßnahmen zu COVID-19 in der Justiz.
Hungary: Information notice on the conditions of employment with regards to the appearance and spread of the coronavirus
Trade associations must pay attention to competition rules! The risk of fines is real, even during the COVID-19 pandemic
Information conveyed recently via various communication channels in Romania suggests that joint measures and decisions are being adopted at the level of trade or employers' associations to respond to the challenges that the COVID-19 pandemic has raised.
Hungary: Extraordinary measures impact the Hungarian banking sector
On 18 March the Hungarian prime minister announced extraordinary measures to be taken as a result of the national emergency caused by COVID-19. Most of these measures have a strong impact on the Hungarian economy; in particular, the banking sector.
Green light for green electricity l Slovakia
Up until the end of 2018, renewable energy sources (RES) generators in Slovakia were mainly subsidised in the form of a guaranteed feed-in tariff granted for 15 years, the amount of which depended on the date when the RES facility was put into operation.
Czech Republic: Coronavirus from the employer's perspective
With regard to the current situation related to coronavirus, below we provide information on (i) the latest measures adopted by the Czech authorities, (ii) recommended prevention, (iii) possible measures to be taken by employers, and (iv) where to find relevant information provided by public authorities.
Exportverbote für Arzneispezialitäten
Am 01.04.2020 tritt die Verordnung über die Sicherstellung der Arzneimittelversorgung ("AMVS-VO") in Kraft. COVID-19 war zwar nicht der Grund für die Erlassung der Verordnung, die Auswirkungen der Corona-Pandemie könnten jedoch schnell zum ersten größeren Anwendungsfall der AMVS-VO werden.
16 March 2020
E-healthcare and telehealth become vital to tackling COVID-19 in CEE
Worried about COVID-19? During the outbreak, it is challenging for patients to seek in-person medical care.
Einführung von Kurzarbeit infolge des Coronavirus
Als Instrument zur Aufrechterhaltung des Beschäftigungsstandes hat sich die Kurzarbeit in wirtschaftlich schwierigen Zeiten, wie etwa während der Finanz- und Wirtschaftskrise 2008/2009, bewährt.
Coronavirus – general legal information
The duty to report suspected coronavirus infections and the statutory basis for related compulsory measures is predominantly set forth in the Austrian Pandemic Act 1950 (Epidemiegesetz 1950) and its related ordinances and decrees, as issued by the Federal Ministry of Labour, Social Affairs and Consumer Protection.
What's new for Polish companies in 2021? | Poland
2021 will be a year of changes for companies in Poland. With the recent postponement of the already announced innovations and the new obligations for joint-stock companies and joint-stock partnerships, companies have time to prepare for what's to come.
Bulgaria: Approaching Deadline for Inactive Companies | Bulgaria
Pursuant to the Bulgarian Accountancy Act (Закон за счетоводството), companies must publish their annual financial statements in the Commercial Register and Register for Non-profit Legal Entities ("Commercial Register") by 30 June of the calendar year following the reported period.
Hungarian government settles pharma debts: An opportunity for factoring companies? | Hungary
Hungarian hospitals are facing problems paying for drugs and medical devices. Many suppliers have claims worth millions of euros and are having difficulty enforcing them against either the hospitals or the Hungarian government.
Net & the City: Key takeaways for dominant companies and holders of essential facilities stemming from a recent fine imposed by the Romanian Competition Council
A recent fine imposed by the Romanian Competition Council (the "RCC") set off the alarm bells for companies holding essential facilities (and enjoying a dominant position on the market) and local authorities interested or involved in developing infrastructure projects.
The four-eyes principle: Joint representation of executive directors and proxyholders | Czech Republic
The four-eyes principle is an effective way for companies to control management dealings. It is based on the idea that the company must be represented by two people acting jointly, usually two members of the statutory body.
Bulgaria: New Legislation in the Rose Cultivation Sector
Bulgaria is well-known for its roses, more precisely its oilseed roses (маслодайни рози). Oilseed roses are famously used to produce rose oil, which is one of the most expensive oils, commonly referred to as "liquid gold".
Bulgaria: Deadline for Update of AML Internal Rules
Under Bulgarian anti-money laundering law, all obliged entities must adapt their internal rules in accordance with Article 101 of the Bulgarian Anti-Money Laundering Act ("AMLA") within six months following the publication of a national assessment of the risks related to money laundering and terrorism financing ("National Risk Assessment") on the website of the State Agency for National Security ("SANS").
06 February 2020
New Regulation for Derivatives Transactions with Sovereign Counterparty in Serbia | Serbia
According to the Public Debt Act (Zakon o javnom dugu) of the Republic of Serbia, the Minister of Finance manages the country's public debt by (i) entering into transactions that would reduce or eliminate currency risk, interest rate risk and other risks, (ii) deciding on the sale and purchase of foreign currencies, and (iii) managing cash balances on the Republic of Serbia's treasury accounts.
New Labour Act in Montenegro
The new Labour Act (OGM, no. 74/19) (Zakon o radu) ("Labour Act") entered into force in Montenegro on 8 January 2020, replacing the 2008 Labour Act (OGM, nos. 49/08, 26/09, 88/9, 26/10, 59/11, 66/12, 31/14, 53/14 AND 4/18) ("2008 Labour Act").
Landmark Supreme Court ruling on single economic entity doctrine regarding joint ventures | Austria
In a recent judgment, the Austrian Supreme Court found that the concept of the "single economic entity" (wirtschaftliche Einheit) may also apply to jointly controlled undertakings.
Bulgarian watchdog introduces simplified and more extensive merger filing in new merger filing guidelines l Bulgaria
From 1 January 2020, the Bulgarian Commission for the Protection of Competition (the "CPC") has been applying new merger filing guidelines (the "Guidelines").
New changes to the Romanian Food Trade Law: what can retailers and suppliers expect?
The new Law 28/2020, recently promulgated by the President of Romania and pending publication in the Official Gazette, squeezes in several amendments to the Food Trade Law 321/2009.
Payment Services Directive 2 (PSD2) – Paving the way for Open Banking
The revised Payment Services Directive (PSD2), applicable since 13 January 2018, has paved the way for Open Banking. Open Banking describes a shift from a closed model of banking to one in which customer data is shared between different members of the banking ecosystem.
Financial institutions in Romania: Ready for the new outsourcing rules?
The revised European Banking Authority ("EBA") Guidelines on outsourcing arrangements (the "Guidelines") have recently come into force. They change the rules for outsourcing by credit institutions and investment firms subject to the Capital Requirements Directive* as well as by payment and electronic money institutions ("Financial Institutions").
IP Right Enforcement in the EU: CJEU Reduces Claimant's Liability Risk when Seeking Preliminary Injunctions
The Court of Justice of the EU (CJEU) recently dealt with "appropriate compensation" due in cases where a preliminary injunction based on IP rights was lifted or not rectified in subsequent main proceedings.
CEZ Bulgaria not for sale l Bulgaria
CEZ Bulgaria is not for sale. This seems to be the (hidden) conclusion when reading the decision of the Bulgarian competition authority (the "CPC") prohibiting the acquisition of CEZ Group's entire assets in Bulgaria by Eurohold Bulgaria AD.
Directors' confidentiality obligations l Romania
Under the Companies Law, directors are prohibited from disclosing confidential information and trade secrets to which they have access in their capacity as a director. Further, the law states that the scope and duration of a director's confidentiality obligations must be agreed by the director and their company in the applicable mandate agreement.
11 November 2019
The new Serbian Act on State Aid Control: An overhaul of the current system
The new Serbian Act on State Aid Control ("SAA")1 has entered into force. Its implementation, apart from the provisions on organisation of the Commission on State Aid Control ("Commission"), will begin on 1 January 2020.
Austria: Pre-emptive right on shares unenforceable in insolvency proceedings?
Shareholders of Austrian limited liability companies usually want to have influence over whom they are associated with. That's why shareholders often agree on a pre-emptive right (Aufgriffsrecht) to purchase existing shares in certain cases, e.g. in case of insolvency proceedings against a shareholder.
Payment Services Directive (PSD2) – Strong Customer Authentication and additional migration period for e-commerce businesses
The revised Payment Services Directive (PSD2), applicable since 13 January 2018, brought significant changes to the payment markets in the EU. In particular, PSD2 requires certain payment services providers (PSPs) to apply strong customer authentication (SCA, also referred to as two-factor authentication) in remote electronic transactions.
Polish Supreme Court comments on anti-competitive vertical agreements - Poland
The Supreme Court recently explained that the Office for Competition and Consumer Protection (OCCP) does not have to identify all of the parties to anti-competitive vertical agreements in decisions issued in such cases.
Electric filling station: no operation of an electricity company - Austria
In its decision of 18 September 2019, the Austrian Higher Administrative Court ("VwGH") found that the operation of an electric filling station does not constitute the operation of an electricity company and is thus subject to the rules of the Austrian Trade Act ("GewO").1
Supreme Court finds insolvency related avoidance claims assignable - Austria
The Austrian Supreme Court has recently found that insolvency related avoidance claims can be sold. This may open a whole new business segment and will most certainly have a material impact on defendants in avoidance proceedings.
Additional funding for renewable energy - Austria
On 25 September 2019, an amendment to the Green Electricity Act (Ökostromgesetz 2012 – "ÖSG 2012") passed the Austrian National Council. The objective of the amendment is to prevent an interruption of the expansion of green electricity and to ensure a stable transitional period until the Renewable Energy Expansion Act (Erneuerbaren Ausbau Gesetz) is adopted in the next legislative period.
18 September 2019
Amendments to Competition Act on horizon - Slovenia
The Ministry of Economic Development and Technology (the Ministry) is contemplating significant amendments to Slovenia's antitrust and merger control proceedings and has prepared a draft amendment1 to the Prevention of Restriction of Competition Act.2
Private companies must now declare their beneficial owners - Romania
Failure to comply with the recently introduced obligation to declare beneficial owners for registration purposes with the Central Register of Beneficial Owners of Private Companies can mean fines of up to RON 10,000.
Funeral agency fined for not complying with earlier CPC decision
On 27 June 2019 the Commission on the Protection of Competition (CPC) issued a decision in which it penalised funeral agency Elida MG EOOD (formerly Pokoy-1945 EOOD) for failing to comply with an earlier CPC decision.
Are you ready for the tax and employment authorities' dawn raids? - Romania
A wave of dawn raids from mixed teams of the Romanian tax and employment authorities (ANAF and ITM) is expected this August. As per public declarations, these measures target tax evasion and "black market" labour.
Growing cannabis in Bulgaria: Legal but still stigmatised
Bulgarian legislation on the legal cultivation of cannabis makes for interesting reading. Some readers might feel that the regulations and definitions are the most hilarious things ever, and this article aims to shed light on why this may be, while running you through some legalities.
Cyber-attacks and business secrets - Protection under criminal law
Business secrets are essential assets of companies, and are often the reason for a company having a competitive lead in a market. Thus, they constantly seek to develop new technologies, algorithms or software to create such intangible assets.
Management's liability for payments upon onset of insolvency
A financial crisis and situations where insolvency is imminent are not only challenging for a company and its management, but also entail significant liability risks for management in the case of subsequent insolvency proceedings.
Constitutional Tribunal finds undertakings have right to appeal against consent to conduct searches
The Constitutional Tribunal recently analysed regulations regarding dawn raids carried out by the Office for Competition and Consumer Protection (OCCP) and ruled that the respective law is not in line with the Constitution insofar as it excludes the possibility to challenge rulings allowing searches to be conducted.
New law on unfair trade practices in the food retail sector
Slovakia has a history of legislation focused on regulating business to business relationships in the food retail sector. Since 2004, four different acts have attempted to curb certain practices of food retailers and their suppliers in order to strike a fair balance in their business relationships.
New rules on handling of employee data
In April 2019 – almost one year after the EU General Data Protection Regulation (GDPR) entered into force – Parliament adopted a new law amending several sectorial laws concerning the processing of personal data. In particular, the new law has amended the Labour Code's general provisions on the processing of employee data.
New EU Restructuring Directive: A game changer for restructurings?
The list of successful restructurings outside insolvency proceedings is as long as it is confidential. Every year, companies of all sizes are stabilised and sustainably restructured without the stigma of insolvency proceedings.
12 June 2019
Say on pay and related party transactions: implementation of EU Shareholder Rights Directive II
The EU Shareholder Rights Directive II (2017/828) (SRD II), amending Directive 2007/36/EC as regards the encouragement of long-term shareholder engagement, must be transposed into national law by 10 June 2019.
Public liability based on incorrect land register entries is limited
Incorrect land register entries may trigger public liability. But in a recent decision the Austrian Supreme Court (1 Ob 198/18a) held that incorrect land register entries can only constitute public liability claims for a certain group of people.
Exit strategies: registering a share transfer when target shares are encumbered by third parties
The stock market's flexibility is its greatest selling point for publicly traded companies, as it allows a fast flow of capital while still enabling majority shareholders to implement fundamental corporate changes should they wish to exit the market.
CPC clears Domuschievi brothers' acquisition of Nova TV
In March 2019 the Commission for the Protection of Competition (CPC) cleared the acquisition of Nova Broadcasting Group AD (Nova TV) by Advance Media Group EAD, which is owned by the well-known Bulgarian businesspeople Kiril and Georgi Domuschievi.
A second chance for the renewables sector?
The Romanian Ministry of Energy recently finalised the public debate of a document outlining a new mechanism for supporting low-carbon electricity generation, in the form of a Contract for Difference (CfD) scheme.
Increased and uniform protection is coming: EU adopts new rules protecting and encouraging whistleblowing
Scandals from Danske Bank to LuxLeaks and the Panama Papers would never have come to light were it not for insiders who dared to expose major wrongdoings within companies and organisations.
09 April 2019
Austria: What does "limited space" mean under the Act on Distance Contracts and Off-Premises Contracts?
Directive 2011/83/EU of 25 October 2011 on consumer rights (the "Directive") and the Fern- und Auswärtsgeschäfte-Gesetz (the "FAGG") impose many information obligations on traders before the consumer is bound by a distance or off-premises contract, or any corresponding offer.
03 April 2019
Czech Republic: Health products distributor fined for resale price maintenance
The Office for the Protection of Economic Competition recently fined Czech health products supplier TCM Herbs Kc853,000 (approximately €33,500) for resale price maintenance (RPM).(1)
Good news for creditors: Austrian Supreme Court strikes down significant impediment to creating valid collateral in Austria
The Austrian Supreme Court has abolished its former line of decisions on the recognition of collateral granted by way of security transfer (Sicherungsübereignung) under foreign jurisdiction. From now on, Austrian courts will have to recognise such collateral even if it does not comply with Austrian publicity requirements (Pubilzitätserfordernissen).
Bulgaria: Proposal for EU Directive on unfair trading practices in business-to-business relationships in the food supply chain
Can European farmers be certain that a bottle of milk or a kilo of apples will remain more expensive than a bottle of mineral water?
Kurzmeldung: Österreich: Ein "persönlicher Feiertag" für alle – der Leidensweg des Karfreitags
Die kürzlich ergangene Entscheidung des EuGH zum Karfreitag und die daraufhin entflammte politische Debatte haben zu erheblichen Unsicherheiten bei Unternehmen geführt.
Bulgaria: Metro penalised for unfair comparative advertising campaign
The Commission for the Protection of Competition (CPC) recently penalised Metro Cash & Carry Lev14,972,320 or 2% of its 2017 turnover for conducting an unfair comparative advertising campaign. The CPC ordered Metro to terminate the campaign immediately and inform two national newspapers of the decision.
Austria: Vienna Stock Exchange: quarterly reports for equity issuers no longer mandatory
Following some other European stock exchanges, the Vienna Stock Exchange (VSE) announced today, 22 February 2019, that it will no longer require issuers, the shares of which are admitted to trading on its regulated market, to publish quarterly reports.
Austria: New unified cancellation right for insurance contracts brings legal certainty
Pursuant to Article 186 of the EU Solvency II Directive (2009/138/EC), EU member states must grant life insurance policyholders a 14 to 30-day period to cancel their contract from the time when the policyholders were informed that the contract was concluded.
19 December 2018
Gun jumping in Hungary - the authority imposes another fine amidst stricter enforcement tendencies
Yet another decision indicates that the Hungarian Competition Authority (HCA) is among the more rigorous competition authorities in Europe. It has once again imposed a fine for gun jumping, i.e. the acquisition of control over the target in a transaction already prior to competition law clearance. The HCA imposed the first ever gun jumping fine in March 2016, marking a new era of stricter enforcement of merger control rules in Hungary. Six other gun jumping decisions have followed since then. Meanwhile, the authority has also sanctioned undertakings for flaws in their notifications.
Hungary remains strict on factoring
Factoring is an increasingly popular product of banks that appeals to corporate clients of whatever size as it provides liquidity to the clients and stable cash flow. The factoring is usually structured in a way that the vendors of the client do not receive information on the factoring, the bank stays in the background; the relationship between the client and its vendor remains intact. In practice, this means that the client continues to collect the amounts the vendor owes, although such amounts do not belong to the client anymore. Also, it is not uncommon that even the soft workout stage stays with the client in case the vendor is in delay with its payment obligation; i.e. the client will be obliged to chase its vendor for the money.
Romania: Environmental permits and integrated environmental permits now need to be endorsed every year
Environmental permits ("EP") and integrated environmental permits ("IEP") are now subject to annual endorsement, according to the new procedure adopted by the Ministry of the Environment. Permitholders will have to apply every year for endorsement to maintain the validity of the permits.
The procedure for the annual endorsement of EP and IEP was approved by Order No. 1171/2018 ("Order 1171") issued by the Ministry of Environment in line with the latest amendments to the GEO No. 195/2005 on environmental protection regarding the validity of EP and IEP. Order 1171 entered into force on 15 November 2018.
Austria: Efficient Arbitration - Part 5: The Prague Rules: An Inquisitorial Alternative
Romania: Cybersecurity - call for action for major companies in critical sectors
The first piece of EU-wide legislation on cybersecurity is expected to be transposed into Romanian law anytime now, bringing into play enhanced system security obligations for major companies in certain sectors, as well as fines of up to 5 % of non-compliant companies' turnover.
12 December 2018
Hungary: HCA publishes digital consumer protection strategy
The Hungarian Competition Authority (HCA) recently published a strategy paper presenting its views on consumer protection in the digital age. The paper subtly indicates that the HCA will continue to follow the European Commission's guidance in this regard. The paper highlights the measures which the HCA deems necessary to protect consumers and keep up with the developments and companies central to this process.
Bulgaria: Competition authority penalises A1 Bulgaria EAD for cancelling agreement
With Decision No. 1308 of 22 November 2018, the Commission for the Protection of Competition (the "CPC") fined A1 Bulgaria EAD ("A1") BGN 840,340 for cancelling a partnership agreement with its main commercial representative. The CPC decided that the cancellation was effectively a violation of Article 37a (1) of the Protection of Competition Act (the "PCA"), which prohibits abuse of dominant position when contracting.
GDPR implementing legislation in Austria
As in all EU member states, the EU General Data Protection Regulation (GDPR) came into effect in Austria on 25 May 2018. The centrepiece of Austria's GDPR implementing legislation was the Data Protection Amendment Act 2018 (for further details please see "Draft Data Protection Amendment Act 2018 in appraisal" and "Proposals to alter national Data Protection Act").
Filling the Gaps in Polish Corporate Law
On 30 November 2018, a new law implementing several changes to existing legislation (1), notably to the Civil Code and the Commercial Companies Code, as well as to tax laws, was announced. The new law, which will enter into force at the beginning of 2019 (with respect to matters commented on below, mostly as of 1 March 2019).
Romania: Is the new PPP legislation giving a boost to infrastructure projects?
This seems to be a hot year-end for Romanian infrastructure, with the government recently launching the first public procedure for the award of a strategic infrastructure project under the new Romanian PPP legislation: the construction of the Ploiesti-Brasov motorway.
21 November 2018
Bosnia and Herzegovina (BiH) Competition Council introduces new tariffs
The Bosnia and Herzegovina (BiH) Competition Council will apply new tariffs as from November 2018. Among these, the most significant are the increased merger control clearance fees, which have doubled.
21 November 2018
Serbia: "Baby-boom" and other RPM cases before the Competition Authority
The Serbian Commission for Protection of Competition (the "Commission") is taking steps to encourage the birth rate in Serbia, one of the country's primary political objectives. Its contribution to achieve that objective is current antitrust investigation on the baby care product market, which could ultimately lead to a price decrease and reduction of costs of raising a child in Serbia.
16 November 2018
Austria: Parliament adopts comprehensive environmental package
On 25 October 2018 Parliament adopted a new comprehensive environmental package comprising:
Several other environment-related legislative initiatives are also underway at present (see, for example, "Will new state targets lead to reduced environmental protection?").
Although the amendments have yet to be published in the Federal Law Gazette, the new environmental package is expected to come into force by the end of 2018.
Healthcare Update - Mastering New Trends: Teleradiology* - Austria
Technology and innovation are key drivers of advancement in a variety of industries, and certainly in healthcare. The level of patient care can be improved considerably with the right mix of traditional and innovative treatments and solutions. Nevertheless, there are regulatory challenges to overcome.
Bulgaria: High time for companies to register their beneficial owner
Companies have until 31 May 2019 to register their beneficial owners in the Bulgarian Commercial Register and Register for Non-profit Legal Persons (the "Commercial Register"). This obligation comes as a result of the adoption of a new Law on the measures against money laundering in March this year (the "AML Law").
Austria: The Jewel in the Crown (1)
Pursuant to Article 267 of the Treaty on the Functioning of the European Union ("TFEU"), the Court of Justice of the European Union ("CJEU") shall give preliminary rulings, at the request of courts or tribunals of the Member States, on the interpretation of Union law or the validity of acts adopted by the institutions.
The Oil & Gas Offshore Law: A Romanian Odyssey
Debate is raging about the Romanian "offshore" law setting out the legal framework for oil & gas exploration and production in the Black Sea offshore perimeters (the "Offshore Law" or the "Law"), fuelling political turmoil and deterring investment. After a failed attempt to pass the Offshore Law in summer, there are signs of much needed stability.
02 November 2018
Czech Republic: Office for the Protection of Competition gets tougher on fines for competition law infringements
In April 2018 the Office for the Protection of Competition adopted new guidelines on the method of setting fines for competition law infringements,(1) noting that the need for a revision of the previous guidelines had emerged in the wake of developing case law, as well as amendments to the Act on the Protection of Competition.
Österreich: Ab 2019 vereinfachter Kapitalmarktzugang für KMU, Wachstumsunternehmen und Startups durch Öffnung des Dritten Markts
Am 25.10.2018 hat der Nationalrat die seit langem erwartete Änderung des Aktiengesetzes beschlossen, die den Zugang von österreichischen Gesellschaften, insbesondere von KMU, Wachstumsunternehmen und Startups, zum Kapitalmarkt erleichtern soll.
Bulgaria: CPC penalises Speedy AD for failing to provide complete and accurate information
In Decision 1046 of 20 September 2018, the Commission for the Protection of Competition (CPC) approved the acquisition of Rapido Express and Logistics OOD by its competitor Speedy AD in accordance with Article 26(1) of the Protection of Competition Act. However, at the same time, the CPC penalised Speedy AD for failing to provide in its concentration notification complete and accurate information which the commission deemed materially and substantially important for evaluating the deal.
Efficient Arbitration – Part 4: Document Production in International Arbitration
In Parts 1 – 3 of our Efficient Arbitration Series, we introduced various efficiency tools. In Part 4 we will discuss one of these tools which has considerable savings potential: “document production”.
Romania: All board decisions made by delegation of powers can be challenged in court
To enable decisions to be passed efficiently, the Companies Law (31/1990) created flexible mechanisms and procedures allowing specific shareholder powers to be delegated to a company's management.
Austria: Increased due diligence obligations for shareholder creditors?
The Austrian Insolvency Code provides for the possibility to challenge certain disadvantageous transactions carried out by the debtor after material insolvency has occurred, especially if the creditor knew or should have known of its debtor's material insolvency.
New Act on the Control of Investments Detrimental to the Interests of Hungarian National Security
The Hungarian Government recently adopted Act no. LVII of 2018 on the Control of Investments Detrimental to the Interests of Hungarian National Security (the "Act").
Health and safety at work in Romania: What companies need to know to be safe
Failure to take or observe the mandatory measures for health and safety at work may entail, among other types of liability (e.g. civil, administrative), potential criminal liability for employers.
Romania: How to implement the new internship rules
The internship contract is an alternative tool by which a company provides a student or trainee the opportunity to work in the company to gain theoretical and practical knowledge in a specific field, with a view to possible employment after the internship is complete. The template documents necessary to put into practice the recent rules introduced to Romanian legislation in August 2018, have been approved and can now be used by companies active in Romania.
Bulgaria: Speedy AD sanctioned by competition authority for failure to provide complete and accurate information
With Decision No.1046 issued on 20 September 2018, the Bulgarian Commission for the Protection of Competition (the "CPC") gave the green light to the acquisition of Rapido Express and Logistics OOD by its competitor Speedy AD, in accordance with Article 26(1) of the Act for the Protection of Competition (the "APC").
Non-compliance in the Healthcare Sector - Iceberg ahead! - Austria
If anyone needed a wakeup call as to how critical a functioning compliance system and culture is, look no further than the recent reports in the Austrian media about allegations of fraud launched against a surgeon working at one of Vienna's most renowned public-sector hospitals.
Hungary: HCA's recent practice: cooperation and commitments
In recent years, the Hungarian Competition Authority (HCA) has seemingly aimed to foster cooperation between itself and market participants. Recent case law shows that the HCA strives for cooperation even when market participants allegedly commit grave infringements of the competition rules.
How will new EU directive on work-life balance affect family-related leave in Hungary?
Gender equality may be a core EU principle, but it will not become a reality without effective legal action. To meet the EU objective of reaching a 75% employment rate for both men and women by 2020, the European Commission aims to change the existing legal framework.
The Romanian Competition Council never rings twice. Not even when abroad
"To our big surprise representatives from the Romanian Competition Authority arrived at our offices in Brussels on [date] and were joined by the Belgian police and the Belgian Competition Authority", reads the press release of a foreign-based investigated party raided by the Romanian authority.
Austria: Will new state targets lead to reduced environmental protection?
Austria: Let them eat space cake
As of tomorrow, the traditional Austrian bakery Aida, which is known for its staff dressed in baby pink, will sell brownies containing CBD. The price will be EUR 4.20 – an inside joke, since "four-twenty" is code for the consumption of cannabis.
Austria: Automatic permits for certain energy infrastructure projects
Proposed new legislation would introduce automatic permits for certain energy infrastructure projects (eg, electricity grids and power plants). According to the federal minister for digital and economic affairs, in order to maintain Austria's attractiveness as a business location and ensure sustainable development, comprehensive investment in its infrastructure is required.
Romania: Significant changes to the payment of contravention fines
The payment methods of contravention fines have been simplified as of 24 August 2018 by Act No. 203/2018, on the measures to increase the efficiency of the payment of contravention fines, published in the Official Gazette, Part I, no. 647 of 25 July 2018 (the "Law"). The Law sets forth measures aimed at facilitating the payment of contravention fines.
30 August 2018
Romania: Companies can now distribute dividends on a quarterly basis - but will they?
Until recently, Romanian companies could distribute dividends to shareholders only on an annual basis and on approval of their annual financial statements at the end of each financial year. This paradigm has changed and companies can now opt to distribute their dividends annually or quarterly.
Major changes in trade secret protection are coming to Hungary
Shortly after the expiry of the 9 June 2018 deadline, the Hungarian parliament has finally adopted the new act on the protection of trade secrets ("Trade Secrets Act") which will transpose the Trade Secrets Directive EU 2016/943 into national law
Austria: The DPA's strict view on retention periods
End of July, the Austrian Data Protection Authority ('DPA') published its first decision on retention periods applying the General Data Protection Regulation ('GDPR'; DSB-D216.471/0001-DSB/2018). The decision is final. The DPA had to decide for which period a provider of telecommunications services (hereinafter: the 'controller') may (respectively must) retain so called master data, required for the controller's legal relationship with the user of its services (hereinafter: the 'applicant').
Amendments to the Hungarian Data Protection Act
The Hungarian Parliament has recently adopted legislation with the aim of harmonising the national data protection rules with the rules of the GDPR, and supplementing the national rules in areas not regulated by the GDPR. The Parliament adopted Act XXXVIII of 2018 ("Amendment") in an extraordinary session and the new regulations entered into force on 26 July 2018.
First decisions prohibiting concentrations issued in Bulgaria
On 19 July, 2018 the Bulgarian Commission for the Protection of Competition (the "CPC") prohibited two concentrations. The first being the sale of the second largest media conglomerate in Bulgaria, Nova Broadcasting Group AD ("Nova Broadcasting"), (owner of Nova TV), to PPF Bidco, (owned by Czech businessman Petr Kellner), and secondly the sale of CEZ's assets in Bulgaria, which include its energy distribution business, trade business and some small renewable energy parks to a Bulgarian company, Inercom, which maintains three solar power stations in the country.
European Union: Your Web Doctor will see you now - software as a medical device
Patients nowadays have access to an enormous range of medical knowledge through social media, websites and health apps (in combination with wearables). The latter have become increasingly popular in recent years because of their ability to monitor in real time pulse, blood pressure, blood glucose levels and other parameters.
Danube port legislation: building a bridge across various jurisdictions
The Danube is the longest river in Central Europe, and thus has significant economic potential. However, the full potential of the Danube as a major transport route has not yet been exploited. A reason for this is the fact that the Danube crosses ten countries, and there are, as a result, ten different applicable port legislations in the Danube region.
Romania: One step closer to enforcing Fourth AML Directive: changes for private companies regarding ownership transparency
Following the entry into force of the Fourth Anti-money Laundering (AML) Directive (2015/849) in 2015, Ireland, Greece, the Netherlands and Romania are still in the process of passing appropriate implementation measures into national law. As such, they have exceeded the 26 June 2017 transposition deadline by one year.
Újdonság a cégjegyzékben: a képviseleti jog nélküli vezető tisztségviselő
A magyar jog eddig is megengedte, hogy egy társaság tagjai korlátozzák a vezető tisztségviselő (ügyvezető) képviseleti jogát. Ebből kifolyólag olyan vezető tisztségviselő kinevezése is megengedett, aki egyáltalán nem jogosult a társaság képviseletére.
Hungary: Introducing the managing director without representation rights
Hungarian law has always permitted shareholders of a company to limit the power of the company's managing director(s). Thus, it has also been allowed to appoint a managing director without any right to represent the company.
19 June 2018
Romanian companies will be able to distribute dividends on a quarterly basis
The Romanian Parliament recently approved the Law on the Amendment and Completion of the Accounting Law No. 82/1991, Amendment and Completion of the Companies Law No. 31/1990 and Amendment and Completion of Law No. 1/2005, on the organisation and functioning of cooperative companies.
Beware: not only 25 May but also 9 June has passed
It seems not only companies but also many Member States were so busy preparing for the GDPR that they lost sight of the Trade Secrets Directive that should have been transposed into national laws by 9 June. That's regrettable, because it is important legislation between "privacy", unfair competition and IP, establishing a modern and for the first time EU-wide regime for the protection of trade secrets.
Bulgaria: CPC deems minimum hotel accommodation prices anti-competitive
The Ministry of Tourism recently proposed the introduction of minimum prices for sites categorised as 'accommodation places'. In Decision 529/10.05.2018, the Commission for Protection of Competition (CPC) opined on the proposal's compliance with competition rules.
Austria: ECJ latest Facebook ruling makes waves: Impact under the GDPR?
In its decision C-210/16 of 5 June 2018, the European Court of Justice (ECJ) ruled on a dispute between a German academic institution and a German data protection authority. The institution operated a fan page on Facebook and collected user data via cookies, which were placed by means of a function called "Facebook Insights".
Cybersecurity: Why it matters in M&A Transactions
At a time when we are all dependent on our IT systems and when digital assets are of central importance, cybersecurity is one of the most critical aspects to protect our businesses, know-how and data from being stolen, disclosed, deleted and/or manipulated.
29 May 2018
Austria: Are you still buying or already mining? Mining cryptocurrencies as a permanent establishment
The taxation of cryptocurrency transactions is a hot topic. The Austrian Ministry of Finance recently issued an interesting ruling outlining when mining for cryptocurrencies in Austria by a non-resident taxpayer may trigger a permanent establishment.
Österreich: FMA veröffentlicht Leitfaden zu IT-Sicherheit in Kreditinstituten
Am 8.5.2018 veröffentlichte die FMA einen Leitfaden, der die Risiken in Zusammenhang mit Informations- und Kommunikationstechnologien (IKT) in Kreditinstituten adressiert (der "Leitfaden"). Der Leitfaden ist auf der Homepage der FMA abrufbar.
Hungary: New Arbitration Rules of the HCCI
Following the entry into force of the new act on arbitration (Act LX of 2017 on Arbitration, the “Act”) this year, the Arbitration Court attached to the Hungarian Chamber of Commerce and Industry (“HCCI”) adopted its new procedural rules (“Arbitration Rules”) effective and applicable as of 1 February 2018.
19 April 2018
EU: New Deal for Consumers - A Proposal to Strengthen Collective Redress
The European Commission has just published its comprehensive proposal for the so-called "New Deal for Consumers", which aims to strengthen EU consumer rights and enforcement. This includes the proposal for a new Directive enabling certain qualified entities to seek redress on behalf of consumers who have been harmed by an unlawful commercial practice.
Begutachtungsentwurf zu Harmonisierung und Vereinfachung des Prospektrechts veröffentlicht
Am 27.4.2018 wurden ein Begutachtungsentwurf zu Harmonisierung und Vereinfachung des Prospektrechts für Wertpapiere und Veranlagungen versandt.
Turkey: Can your salary be paid in Bitcoin?
Bitcoin can be briefly defined as a new virtual payment system. It provides an online payment opportunity for the purchase of goods and services. Transactions in Bitcoin can be made between users without the need of an intermediary, as the system that does not require a central pool or sole manager, making it the first non-centralised currency.
Right to clean air – latest developments
In general, the Austrian legal system does not give individuals the right to force the legislature to act in a specific way or pass concrete laws. Normally, only political pressure can combat inaction. However, when it comes to air quality, things are different.
Proposed amendments to gas ordinances and balancing system
To comply with the applicable EU regulations, E-Control recently published draft amendments to the Gas System Charges Ordinance 2018 and the Gas Market Model Ordinance. In response to international criticism, E-Control also proposed a redesign of the Austrian gas balancing system. In order to implement these amendments in the current Austrian gas market, E-Control, in cooperation with the transmission system operators Gas Connect Austria GmbH and Trans Austria Gasleitung GmbH, drafted a proposal to establish a virtual interconnection point at Baumgarten.
Hungary: Uncertainties related to ICOs and ITOs
Initial coin and token offerings (“ICO/ITO”) are innovative ways to finance startups similar to shares IPOs or crowdfunding. Startups may use these processes to raise funds with the aim of avoiding the rigorous regulation of the traditional capital-raising process.
Hungary: Equal pay for equal work in the case of a business transfer
Fighting discrimination and enforcing the principle of equal treatment has a great importance in employment relationships. Fighting the gender pay gap is an important facet of this problem, but not the only one.
Austria: Responsibility to investigate - an update on avoidance risks
Following the opening of insolvency proceedings, the insolvency receiver typically tries to enlarge the insolvency estate by asserting voidance claims. Legal acts that occurred within certain suspect periods prior to the opening of insolvency proceedings might be declared void. Creditors may mitigate certain avoidance risks by investigating the debtor's financial situation when conducting legal transactions.
Hungary: Use of electronic documents in employment relationships
With the constant development and advancement of digital technologies, the use of paper-based documents is gradually decreasing in all areas of life. This has affected the form of legal documents used in public administration and court procedures, as well as for contracts.
Poland: Competition authority's first decision on unfair use of contractual advantage in food sector
In July 2017 the Act on Counteracting the Unfair Use of Contractual Advantage in Trade of Agricultural and Food Products entered into force. The act aims to protect small farmers and grocery suppliers against the abuse of power by large supermarkets and chain stores.
05 April 2018
European Union: VAT Regime 2.0 - Will the Empire Strike Back?
The European Commission proposed fundamental changes to the current Value Added Tax (VAT) regime, aimed at delivering a definite pan-European VAT system in order to tackle tax fraud as well as to unify and simplify VAT requirements for companies while lessening red tape.
04 April 2018
Slovenia becomes next country to introduce restrictions on trans-fatty acids in foodstuffs
Among the constantly evolving measures aimed at consumer protection and health is the introduction of maximum permitted levels of trans-fatty acids ("TFA") in foodstuffs. Slovenia has joined certain other (EU) countries, which already restricted the content of TFA in food, by adopting new rules laying down maximum permitted levels of TFA in foodstuffs (Pravilnik o največji dovoljeni vsebnosti transmaščobnih kislin v živilih, "TFA Rules").
Austria: (De)Regulatory Affairs or the Delegates' proposal for altering the national Data Protection Act
Last summer and thus, before the elections of the Austrian parliament took place in autumn, the Austrian legislator rushed through the national Data Protection Amendment Act 2018 (Datenschutz-Anpassungsgesetz 2018, DSG 2018). In the pre-election phase the governing parties could not find the required majority to amend the constitutional law provisions which are part of the current legal framework.
Bulgaria: Submitting the ESPD in electronic form - facilitation or a hurdle for ongoing public procurement procedures?
As of 1 April 2018, applicants in tender procedures must submit the European Single Procurement Document ("ESPD") in electronic form using a template provided by the European Commission.
Österreich: Exit-Szenarien ausarbeiten und Finanzen managen: Was Start Ups vorab tun können um Krisenstimmung zu vermeiden
Schönherr lud vergangene Woche gemeinsam mit dem Branchennetzwerk primeCROWD ein, die Schattenseiten des Start Up-Unternehmertums zu diskutieren. Das Fazit: Wie in jeder Beziehung, ist ein offener und ehrlicher Dialog wichtig, um Krisen zu vermeiden oder zumindest gestärkt aus Krisen hervorzugehen. Zahlreiche Start Ups und Investoren waren in die Wiener Kanzlei gekommen um sich Expertenmeinungen und Tipps zu Gesellschafterstreitfälle, Verstimmungen zwischen Start Ups und Investoren sowie zum Thema Insolvenz zu holen.
Beneficial Owner Register - what to disclose in Austria and Czech Republic?
The disclosure of beneficial owners has come to the fore with the EU Anti-Money Laundering Directive requiring EU member states to adapt their national legal provisions in respect of corporate and legal entities. The registering of beneficial owners in businesses is an attempt to prevent money laundering and to increase transparency of ownership of defined legal entities. The laws in all jurisdictions need to be strictly adhered to, in order to avoid sanctions. What is the applicability of these disclosure regulations in practice? What are the associated registration costs and deadlines involved? What are the sanctions for non-compliance?
New Gas Market Act - Croatian gas market reform continues in 2018
The new Gas Market Act came into force on 3 March 2018 (Zakon o tržištu plina), with the primary aim of regulating the rights and obligations of participants in the Croatian gas market pursuant to the Third Gas Directive (2009/73/EC). In short, the Croatian gas market was legally liberalised in 2008, and de facto opened in the 2012/2013 gas season with a further gas market reform in 2014 and 2017. A brief outline of the latest amendments to the Gas Market Act adopted in February 2017 can be found here. Despite efforts to open up the Croatian gas market, in 2015 and 2017 the European Commission initiated two distinct infringement proceedings against Croatia for noncompliance with the above Directive.
Bulgaria: Private damages directive implemented in law
On January 3 2018 the Act for Amendment and Supplementation of the Competition Protection Act was promulgated in the State Gazette. The new act implements EU Directive 2014/104 (November 26 2014) on certain rules governing actions for damages under national law for infringements of national or EU competition law (the Damages Directive).
Kurzleitfaden zur EU-Datenschutz-Grundverordnung (DSGVO)
Die neue Datenschutz-Grundverordnung ("DSGVO") wird ab dem 25. Mai 2018 wirksam. Das bedeutet, ab diesem Zeitpunkt müssen alle Verarbeitungen personenbezogener Daten an die neue Rechtslage angepasst werden.
Persistent uncertainty regarding the amendment to the Czech Building Act
The proclaimed goal of the new legislation is to speed up the lengthy approval process hindering building projects. Nevertheless, some provisions of the amendment were challenged before the Constitutional Court.
17 January 2018
European Commission adopts rules clarifying requirements for traceability and security systems for tobacco products
On 15 December 2017, the European Commission adopted secondary legislation clarifying the requirements for EU-wide tracking and security systems for tobacco products, the implementation of which is presumed by Articles 15 and 16 of the new Tobacco Products Directive.
Poland: Supreme Court provides guidance for calculating fines in resale price maintenance cases
In a recent antitrust judgment, the Supreme Court provided an additional explanation of its approach to calculating fines in cases of collusion concerning resale prices (ie, resale price maintenance).
Hungary: Compliance and compensation in consumer protection cases: the Vodafone example
A recent Hungarian Competition Authority (HCA) decision concerning Vodafone (Case Vj/12/2016) demonstrates that a reasonable cooperative approach may significantly affect the level of fine imposed on an undertaking.
Hungary: Procedural aspects of equal treatment claims
The Supreme Court recently issued a reasoned opinion on certain legal and procedural aspects of employment-related suits involving equal treatment claims. Although the opinion is not a source of law, it will serve as guidance for legal practitioners and courts dealing with such claims.
Bulgaria: Commission fines Laptop.BG for video blog content
The Commission for the Protection of Competition fined Laptop.BG Lev47,265 (approximately €24,160) for unfair practices in the form of contradicting genuine practices. The penalty represents 0.5% of the net income of Laptop.BG sales.
Bulgaria has liberalised the legal requirements on mixtures containing 1,4-Butanediol and y-Butyrolactone
On 20 December 2017, the Bulgarian parliament voted on a legislative amendment that will allow the marketing of risky substances containing mixtures intended for industry use.
Bulgaria: Substantial changes for non-profit legal entities from 1 January 2018
A number of laws regulating the establishment, activities and termination of non-profit legal entities in Bulgaria have been reformed. The most important changes are:
19 December 2017
Serbia: Competition Authority's regional cooperation
In November 2017 the Competition Authority intensified its activities regarding regional cooperation. Representatives of the authority met with colleagues from the Competition Council of Bosnia and Herzegovina and attended conferences organised by the competition authorities of Romania and Croatia.
19 December 2017
Bosnia and Herzegovina: Competition Council – no concentration when company takes over competitor's premises
The Competition Council recently took a stand regarding whether a situation in which a food retail company takes over a competitor's business premises and continues the same business activity in those premises constitutes a concentration. The council concluded that such situations should be notified as they are not considered concentrations according to the Competition Act.
19 December 2017
Albania: Technology Transfer Block Exemption Regulation
The Competition Authority recently prepared the draft Technology Transfer Block Exemption Regulation. The draft regulation is aligned with EU Regulation 316/2014 on the Application of Article 101(3) of the Treaty on the Functioning of the European Union to Categories of Technology Transfer Agreements (March 21 2014). The authority put the regulation forward for public debate and is awaiting comments.
The authority recently celebrated the 14th anniversary of the Competition Act. On December 1 2003 the first modern competition law – aligned to a certain extent with acquis communitaire – entered into force in Albania. This was shortly followed by the entry into force of the Competition Act and the establishment of the Competition Authority in March 2004.
Automated driving: positive climate impact and recent efforts
The Paris Agreement sets the ambitious goal of achieving net zero greenhouse gas emissions in the second half of the 21st century. Therefore, worldwide traffic and transport must change. Despite these objectives, people tend to overlook the fact that automated driving is not only innovative and comfortable, but may also have an important impact on reducing greenhouse gas emissions in future.
Hungary Update (III): Authority appoints first divestment trustee
There have been quite a few developments in Hungarian competition law over the past weeks. While legislators have introduced further changes to the Competition Act (see here for Update II), the Hungarian Competition Authority ("HCA") has issued two new decisions, assuming jurisdiction over a merger below the mandatory – but above the voluntary – merger control thresholds and appointing its first trustee in a merger control case.
Hungary Update (II): Amendments to the Competition Act
There have been quite a few developments in Hungarian competition law over the past weeks. While legislators have introduced further changes to the Competition Act, the Hungarian Competition Authority ("HCA") has also issued two landmark decisions, appointing its first trustee in a merger control case (see [please include hyperlink] for Update III) and assuming jurisdiction over a transaction where the parties' turnover was below the mandatory – but above the voluntary – merger control thresholds (see here for Update I).
Hungary: A New Era of Collective Claims
On 1 January 2018, a new Act on civil court procedures will come into force, bringing a 50-year-long era to an end. The new law reforms existing shortcomings, such as lengthy and tedious procedures, and introduces mechanisms already widespread in Western and common-law jurisdictions, such as collective redress.
Towards a Post-Arbitration Age: The European Commission’s Fast-Track Reform of Investment Dispute Settlement
The European Commission (“EC”) has recently taken another step in its efforts to replace the traditional investor-state-dispute-settlement (“ISDS”) mechanism which underlies the approximately 1,400 bilateral investment agreements in force between EU Member States and third countries.
Hungary: HCA uses new investigative tool under merger control regime
Following a recent amendment to the Competition Act, the Hungarian Competition Authority (HCA) was given significant new investigative powers under the framework of its merger control duties.
Impact of the GDPR on the West Balkans
The General Data Protection Regulation ("GDPR"), which is expected to create a high-level and uniform framework for data protection in the European Union, becomes applicable on 25 May 2018.
Under the conditions set by the GDPR, its application will extend to non-EU West Balkan countries as well.
Amendments to Austrian Trademark Law
Recently, the Austrian Trademark Protection Act (MSchG) was amended in order to partly implement the EU Trademark Directive 2015/2436 and to better adapt the national provisions to the needs of trademark owners – "Trademark Initiative 2017" by the Austrian Intellectual Property Office (IPO). Most of the amendments have been in force since 1 September 2017.
Austria Adopts Statutory Outsourcing Regime for Credit Institutions
The Austrian parliament recently passed an amendment to the Austrian Banking Act (Bankwesengesetz – BWG), introducing a new statutory outsourcing regime for credit institutions applicable from 3 January 2018.
Hungary: Incapacity to work – what can employers do?
Employers are often frustrated by employees' incapacity to work for health reasons. In an attempt to protect employee interests, legal regulations provide certain restrictions on what employers can do if an employee is unable to work for health reasons. A recent Supreme Court decision has further clarified some of these restrictions.
Hungarian Competition Authority assumes jurisdiction over a merger - the new investigative tool in action
The recent amendments to the Hungarian competition act not only raised the turnover thresholds for an obligatory merger control filing, but introduced the possibility of a voluntary filing if the parties achieved a combined domestic turnover of more than EUR 16 million in the preceding business year, and the transaction has the potential to restrict competition significantly.
Österreich führt gesetzliche Regelungen für Auslagerungen von Kreditinstituten ein
Das österreichische Parlament hat eine Novelle zum Bankwesengesetz (BWG) verabschiedet, die erstmals rechtsverbindliche Regelungen für die Auslagerung bankbetrieblicher Aufgaben vorsieht. Die Bestimmungen treten mit 3. Jänner 2018 in Kraft.
Poland: New Rules on Confiscation to Fight Crime
On 27 April 2017, an amendment to the Polish Criminal Code and the Criminal Procedure Code implementing Directive 2014/42/EU of the European Parliament and of the Council of 3 April 2014 on the freezing and confiscation of instrumentalities and proceeds of crime in the European Union came into force (the "Amendment").
10 November 2017
Croatia: Adoption of a new Money Laundering and Terrorism Financing Prevention Act
On 27 October 2017, the Croatian Parliament enacted a new Money Laundering and Terrorism Financing Prevention Act (Zakon o sprječavanju pranja novca i financiranja terorizma; the "AML Act"). The main reason behind it was the transposition of the 4th AML Directive (Directive (EU) 2015/849) into the Croatian legal system.The most notable change in relation to the current Money Laundering and Terrorism Financing Prevention Act in force is the establishment of the Beneficial Owner Register as the central electronic database on the beneficial owners of legal entities (the "Register"). Despite pressure from public organisations, the Register remained inaccessible to the public.
EU: Lex "Nord Stream 2" in the pipeline
The European Commission has proposed an amendment to the Third Gas Directive 2009/73/EU ("Gas Directive") in order to extend the common gas rules to import pipelines. This will ensure the coherent applicability of the core principles of EU energy legislation (third-party access, tariff regulation, ownership unbundling and transparency) to all gas pipelines to and from third countries.
Update Austrian Stamp Duty Act – Residential Leases
Due to the amendment of the Austrian Stamp Duty Tax Act, lease agreements concerning residential premises are exempt from Stamp Duty Tax since November 11, 2017 (§ 33 TP 5 Abs 4 Z 1 GebG; this tax was up to 1 % of three times the annual gross rent). This exemption does not affect lease agreements regarding business premises, which are still subject to Stamp Duty Tax.
02 November 2017
New Legislative Framework for Class Actions in the Czech Republic
The Ministry of Justice's proposal to introduce collective redress mechanisms in the Czech Republic was published on 26 September 2017. If approved by the Czech Government, the Ministry will proceed to draw up a legislative bill before the end of 2018.
Competition: Restrictive definition of the geographic market - food retail
The Romanian Competition Council (the "RCC") will amend the review of geographic market when assessing mergers in the food retail sector, due to behavioral changes of companies active on the market and of consumers – as disclosed in a study prepared by the RCC.