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Slovak Insolvency Code amendment: Changes to the test of over-indebtedness and new liability of directors
December 2011 – An amendment to the Slovak Insolvency Code has been recently approved by the Parliament (the “Amendment“). The Amendment, which is considered to be the most significant amendment to the current Slovak Insolvency Code since its introduction back in 2006, seeks to revise those provisions of the Insolvency Code that have proven to be problematic in their application, or less effective than originally intended. The most important legislative changes introduced by the Amendment concern the test of over-indebtedness and the liability of the directors of insolvent companies. Although the Amendment will enter into force on 1 January 2012, the key changes relating to the test of over-indebtedness, filing
Hungarian case law developments in cartel matters
A recent second instance judgment by the Metropolitan Court of Appeal (“Court of Appeal”) provides some interesting insight into the court’s approach in cartel matters. The case before the Court of Appeal concerned the second instance review of a first instance judgment that annulled certain parts of the decision of the Hungarian Competition Office (the “HCO”). Definition of the relevant market Until now, in response to applicants’ criticism of the HCO’s casual approach to market definitions, the HCO often argued that the definition of the relevant market in matters concerning hard-core (i.e. price fixing or market sharing) cartels is of secondary importance. The HCO took the view that pursuant
New company law in Serbia
The Serbian parliament adopted a new company law in May 2011, which is scheduled to take effect on 1 February 2012 (hereinafter: the “New Company Law”). The new legislation will replace the current company law that has been in force since 2004 (hereinafter: the “Old Company Law”). According to the New Company Law, all Serbian companies are obliged to harmonise their activities with its provisions by 1 February 2012. However, on 13 December 2011, the Serbian government proposed a number of amendments to the New Company Law. If adopted, one of the main changes will be the postponement of the aforementioned deadline for harmonisation until 30 June 2012. The adoption of the New Company Law is part of a wider
Kinstellar Partner Kamil Blažek speaks at China Investment Forum
Kamil Blažek, Chairman of the Association for Foreign Investment AFI and partner of Kinstellar, speaks at Chinese Investment Forum. The China Investment Forum is a platform that actively supports economic cooperation and investment between the CEE region and the People’s Republic of China. It provides current information on new opportunities and the business environment in today’s China, supports Chinese investors in Europe, and at the same time supports exporters to China. Kamil Blažek gave a speech on the necessity of increasing European exports to China and strengthening mutual cooperation. The China Investment Forum is organised under the auspices of the Ministry of Industry and Trade of the Czech
Amendment of the Slovak Merger Control Rules
On 19 October 2011, the Slovak Parliament passed an amendment to the Competition Act[1] (the “Amendment”). It was signed by the President of Slovakia on 4 November 2011 and following its publication in the Collection of Laws, it will become effective on 1 January 2012 and will apply to concentrations notified after the same date. The Amendment introduces a number of changes to the procedure for assessment and notification of concentrations, including changes to notification thresholds (enacting, in all types of concentration, a local effects test), a shift from the ‘test of dominance’ to an ‘effective competition test’ and splitting the notification procedure into a Phase I and Phase II review process.
Criticized and debated amendment to the Slovak Labour Code
The Slovak Parliament passed an amendment to the Slovak Labour Code on 13 July 2011 (the “Amendment”). The Amendment, which was published in the Collection of Laws under No. 257/2011 Coll., will take effect on 1 September 2011. It is known as perhaps the most criticized and debated bill of the new Slovak Government. This article provides a summary of the most important changes being introduced by the Amendment. I. Managerial employees The Amendment introduces a number of changes relating to managerial employees. Definition It is important to note that in some instances, the Amendment introduces and uses the terms ‘managerial employee’ (“Manager”), ‘managerial employee directly responsible
Lex Frucona: An end to the story?
This article draws attention to a state aid case dating back to 2004. The European Commission ordered the Slovak Republic to recover unlawful state aid from FRUCONA Košice, a.s. (“Frucona”). Following the Commission’s decision, the Slovak Republic, having at that time no other legal means of recovery under Slovak law, filed a court action against Frucona for the payment of the EUR 13.8 million state aid. The Slovak courts dismissed the action and drew their own conclusions about the state aid provided to Frucona and also concluded that the Commission’s order to recover the EUR 13.8 million in state aid is only binding on the Slovak Republic and not on Frucona. Slovakia subsequently found itself in breach of
UK Bribery Act 2010
The new Bribery Act came into force in the United Kingdom on 1 July 2011. The Bribery Act introduces large-scale changes to UK laws in the area of business and commerce and is known as the “toughest anti-corruption legislation in the world”. It applies to both individuals and companies. It covers UK companies, and foreign companies, provided that they have some operations in the UK. The Act repeals all previous statutory and common law provisions concerning bribery and replaces them with general bribery offences i.e. (i) bribing, (ii) being bribed, (iii) bribery of foreign public officials and (iv) failure of commercial organisation to prevent bribery. UK incorporated companies may be liable under all
A new bank levy in Slovakia?
Following the EU-wide initiatives for the introduction of special levies and taxes on financial institutions, the Slovak draft “Act on Special Levy for Selected Financial Institutions” aims to introduce a levy on the banks and branches of foreign banks in Slovakia. This article gives a short overview of the draft Bill. The draft Bill requires the banks and branches of foreign banks to pay the levy (avoiding the sensitive word “tax”) and regulates the amount and method of such payment and the administration of such levy. The levy will be mandatory for the banks and branches of foreign banks. At present, the draft Bill does not extend the levy to foreign banks doing business in Slovakia without a branch
Amendments to the Romanian Competition Law
With a view of bringing the competition legislation in line with the EU legislation, the relevant authorities have substantially reformed the Romanian competition legislation during 2010 – 2011, by amendments brought to the Competition Law no. 21/1996 and new versions of secondary legislative measures (i.e. regulations and instructions). The amendments incorporated elements taken from the Community competition law and European Commission codes of good practice, but also from the practice of the European courts, with the declared aim to coordinate better domestic legislation with articles 101 and 102 of the TFEU and with the Regulation No. 1/2003. In July 2011, the relevant authorities have amended the
Is your company doing business in the UK? Watch out! The new UK Bribery Act came into force on 1 July 2011
The new Bribery Act 2010 (the “Bribery Act”) came into force on 1 July 2011 in the UK. If your company is doing business in the UK, it is definitely worth taking some time and paying some attention to this new piece of legislation. The main reason is its extra-territorial reach. The Bribery Act applies not only to UK companies but also to any company (whether public or private) doing business in the UK, whether through its permanent presence (e.g. thorough its subsidiaries) or otherwise. The Bribery Act creates the following offences: i. the offence of active bribery, which prohibits giving, promising or offering a bribe (the active bribery offence); ii. the offence of passive bribery, which prohibits
Securities finance in Turkey
Kinstellar contributed the Turkey chapter to the latest edition of “Getting the Deal Through, Securities Finance - 2012”, published by Law Business Research Ltd. The book provides an overview of securities laws in 27 countries, with chapters contributed by leading law firms in each jurisdiction. The Turkey chapter gives a high level review of the Turkish capital markets regulatory scheme, procedures for debt and equity capital markets offerings, publicity restrictions, private placements, offshore offerings, underwriting arrangements, issuers’ continuous disclosure obligations and other key issues of interest for capital markets participants. The Turkish chapter is accessible here. For further information