Temporary restrictions on performing the functions as a director in Serbia

The new amendments to the Company Act (Official Gazette of the Republic of Serbia, Nos. 36/2011, 99/2011, 83/2014, 5/2015, 44/2018 and 95/2018), applicable as of 9 December 2018, allow for temporary restrictions on the exercise of the functions of a director.

This measure can be imposed if it is found in a due procedure upon complaint that the rules governing the authorisation of a transaction involving personal interest were violated within the meaning of Article 66 of the Company Act. Thus, a company may file a complaint if the legal transaction or action under Article 66 of the Company Act has not been authorised, or if a competent body of the company was not presented with all the facts of importance for granting such authorisation.

The duration of the temporary restriction on performing the functions as a director is limited to a maximum of one year.

Once the court decision on imposing this measure becomes final, the court will provide it to the Business Registers Agency so that it may be entered into the Central Register of Temporary Restrictions. In certain cases, this measure may also be imposed on a member of the Supervisory Board, a company representative and a procurator.

These solutions have been introduced in accordance with the Action Plan-Doing Business.

Author: Valentina Momcilovic, Attorney-at-Law, TSG Tomic Sindjelic Groza Law Office

TSG Advokati Beograd

Agencija za privredne registre Beograd

TSG Tomic Sindjelic Groza Law Office

Business Registers Agency

Company Act

Central Register of Temporary Restrictions

temporary restrictions on performing the functions as a director in Serbia

director

directorial functions

Supervisory Board

company representative

procurator

Doing Business

Valentina Momcilovic