Amendments to the Law on Companies in Republic of Srpska became effective on 02 March 2023

UniCredit Bank d.d.
Mon, 06/03/2023

Amendments to Law on Companies, published in the Official Gazette of Republic of Srpska nr, 17/23, became effective as of 02 March 2023.

The most notable changes are as follows:

Cash dividends:

  • Cash dividend claims become obsolete after 10 years from the date of adoption of decision on cash dividend payment.
  • Prioritized cash dividend payments are not allowed. Issuers are obliged to treat all entitled shareholders equally. 
  • Central registry of Securities may be used as a paying agent for dividends. 
  • Shareholders holding at least 10% of total capital may file a claim to the court to dispute profit distribution decision adopted by the Shareholders Assembly if,  a) according to external auditor assessment or b) in line with dividend policy of the company, cash dividend payment should have been prescribed by the decision. 
Shareholders meeting:
  • Issuers may regulate by its statute to either send shareholders meetings notifications to each shareholder individually or to publish the announcement on stock exchange website and company’s website. Previously, if second option was prescribed by the statute, publishing on company’s website was optional but issuers were required to publish announcement in two daily newspapers. 
  • Announcement form now include more details, such as information on important decisions, information on rights of shareholders to propose agenda items and information on proxy voting procedure etc.
Impact on investors: Amendments to the Law on Companies in Republic of Srpska introduced changes related to cash dividend payments and shareholder meeting convening