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With the amendments to the Companies Act (the “Act”), which entered into force on 5 December 2024, Croatia has implemented EU Directive (EU) 2022/2381 on gender balance on corporate boards of listed companies (the “Directive”). The so called “Women on Boards” Directive aims to ensure that at least 40% of non-executive board seats or 33% of all board seats for listed companies are occupied by the “underrepresented sex” by the end of June 2026.

On 23 December 2024, the Register of Damages for Ukraine caused by the aggression of the russian federation against Ukraine (the “Register”) published the forms and rules for submitting claims for compensation in newly opened categories of claims. This will allow individuals and legal entities, as well as the state of Ukraine, to start preparing the necessary documents in 30 out of the 45 planned categories.

On 30 December 2024, the Romanian government adopted Emergency Ordinance no. 156/2024 (“the GEO”) regulating a series of important fiscal changes that entered into force starting January 2025, as summarised below.

Many M&A practitioners are optimistic and predict a better year, higher deal values and volumes.

Kosovo has recently adopted Law No. 08/L-265 on the Register of Beneficial Owners, a key piece of legislation aimed at enhancing transparency and preventing financial crimes. Officially published on November 22, 2024, in the Official Gazette of Kosovo, this law not only addresses regulatory gaps but also lays the foundation for a transparent and trustworthy business environment in Kosovo, aligning it with the practices of European Union member states. 

With effect from 21 December 2024, the National Bank of Ukraine (“NBU”) introduced new exemptions from the moratorium on foreign currency cross-border transfers. Notably, these changes broaden the scope of existing exemption for Ukrainian corporate issuers permitting to make payments in connection with Eurobond-related obligations, described in our earlier legal alert.

Although abuse of the right to a leave of absence due to temporary impairment for work (sick leave abuse) is explicitly stated in the Labor Law as grounds for termination, in practice, terminating an employment contract on this basis is very difficult, even when abuse is obvious. Beyond the fact that the concept of sick leave abuse is not legally defined, employers face a host of formal and factual obstacles when attempting to determine abuse, resulting in losses for both employers and the state, which often bears the cost in cases of long-term sick leaves.

The implementation of EU Directive 2019/1937 has established Romania as part of a broader European trend toward increased transparency and accountability in business practices. For many Romanian companies, especially small and medium-sized enterprises, this shift has introduced a steep learning curve, but also significant opportunities.

On December 20, 2024, Hungary has enacted two new cybersecurity laws, namely the Act No. LXIX of 2024 on Hungary's Cybersecurity ("2024 Cybersecurity Act"), which replaces the former national implementation of the NIS2 Directive, and the Act No. LXXXIV of 2024 on the Resilience of Critical Entities (“The Act on the Resilience of Critical Entities”), re-implementing Directive (EU) 2022/2557 on the resilience of critical entities in Hungary.

On 21 December 2024, a new package of foreign currency (“FX”) easings came into effect. It is aimed at supporting domestic producers and improving the business environment in Ukraine. The amendments, introduced by Resolution No. 155 of the National Bank of Ukraine (the “NBU”) dated 20 December 2024 (“Resolution No. 155”), include the following measures:

Law 5162/2024 (“New Law”), which aims to enhance business innovation and competitiveness through tax incentives for investments in start-ups, introduces significant changes in Law 4172/2013 (Income Tax Code) and Law 5038/2023 (Immigration Code) providing substantial benefits and opportunities to Angel Investors.

With the Cybersecurity Act entering into force in February 2024, Croatia was, unexpectedly, one of the first EU member states to implement NIS2, and it seems this happened just in time. Throughout this year as well as in 2023, government and financial institutions, companies, and even airports and hospitals were targets of multiple cyberattacks. Unsurprisingly, these resulted not only in temporary loss of availability of crucial services but also in loss of data – at times even life-and-death patient data.

Six years after the introduction of the GDPR, many businesses still treat it as if it were a “new law,” a regulation to be addressed later, rather than a priority today. It took years for the GDPR and data protection in general to even make their way onto Q&A lists in legal due diligence, competing alongside other established legal risks when analyzing target companies.

Energy law in Croatia is governed by a series of laws and regulations designed to ensure energy security, promote renewable sources, and support environmental protection. The key legal framework in the energy sector in Croatia includes the Energy Act (Zakon o energiji, Official Gazette no. 120/12, 14/14, 95/15, 102/15, 68/18) and the related Energy Development Strategy of the Republic of Croatia until 2030, with a view to 2050, adopted on February 28, 2020. The Energy Act, which has seen a few amendments since its adoption, is still slowly trying to meet the challenging EU requirements in terms of the green transition, which emphasize renewable energy integration, energy efficiency, and environmental responsibility.

The Croatian M&A market in 2024 is experiencing significant changes, largely driven by two key factors: the rise of sustainability and ESG considerations alongside a notable surge in energy-sector transactions. These trends reflect both global movements and Croatia’s commitment to the EU’s broader climate goals.

Currently, the Croatian AML Act (Official Gazette no. 108/2007, 39/2019, 151/2022) uses the term “virtual assets,” while the Markets in Crypto-Assets Regulation (MiCA) (EU Regulation 2023/1114), along with subsequent Implementing Act for MiCA (Official Gazette no. 85/2024) adopted by Croatian Parliament in July 2024), uses the term “crypto-assets.” Clearly governing the same, the terms used are similar, but slight nuances persist in definitions. Yet, inconsistency of legal terms should be avoided to prevent misinterpretation and confusion in legal applications.