Category: Croatia

Since 2016, the term “Black Friday” has been registered as a trademark in Germany, granting exclusive rights to a single company, Super Union Holdings Ltd. of Hong Kong, for its use in advertising. This registration covered over 900 goods and services, restricting other businesses from using the term in their promotions. However, recent legal developments have definitively resolved this contentious issue.

Why Was the Trademark Cancelled?

On June 29, 2023, the German Federal Court of Justice (FCJ) dismissed the trademark owner’s appeal, making the cancellation of the “Black Friday” trademark legally binding. This means the trademark must now be deleted from the register of the German Patent and Trademark Office.

The cancellation process began in 2017 when the portal BlackFriday.de applied to revoke the trademark. The Düsseldorf Regional Court ruled in 2018 to cancel the trademark for all goods and services. After several appeals, the FCJ’s recent decision has confirmed that the trademark “Black Friday” is generic and cannot serve as a unique identifier for the goods or services of a particular company.

The FCJ emphasized that “Black Friday” is widely recognized as a term describing general discount promotions and, as such, is not suitable as an indication of origin. The decision also clarified that the trademark’s registration had unfairly restricted competition and consumer rights.

Background of the dispute

Super Union Holdings Ltd. initially registered the trademark in 2016, leveraging it to issue legal warnings to businesses that used “Black Friday” in their advertising without permission. This practice was heavily contested by companies and consumer advocates alike. BlackFriday.de played a pivotal role in challenging the trademark, resisting its restrictions for years.

The German courts consistently found that the term “Black Friday” is descriptive and lacks the distinctiveness required for trademark protection. The Düsseldorf Higher Regional Court upheld the initial cancellation in 2020, and the FCJ has now conclusively ruled that the trademark is invalid.

What Does This Mean for Businesses and Consumers

This decision represents a significant victory for businesses and consumers, as it allows unrestricted use of the term “Black Friday” for promotional activities. Companies can now incorporate “Black Friday” freely into their advertising without fear of legal repercussions.

For BlackFriday.de, this ruling marks the culmination of years of legal battles. The portal can now operate without limitations imposed by the trademark, furthering its mission to provide discount-related services.

Key takeaways

1. Generic terms cannot be monopolized: The FCJ’s decision reinforces those descriptive terms, like “Black Friday,” cannot be monopolized as trademarks.
2. Strengthening consumer and business rights: By invalidating the trademark, the ruling ensures fair competition and prevents the misuse of trademark law to hinder market access.

This text is for informational purposes only and should not be considered as legal advice. Should you require any additional information, feel free to contact us.

By Dusan Kovacevic, Counsel, ZMP

Divjak, Topic, Bahtijarevic & Krka has advised Digital Realty on the sale of its cloud services business in Croatia to Databox.

Digital Realty is a provider of data center solutions.

Databox is a Croatian provider of cloud and data center services.

The DTB team included Senior Attorney at Law Dina Salapic, Attorneys at Law Barbara Simic, Anella Bukovic, and Jure Marovic, and Associate Valeria Kirac.

DTB did not respond to our inquiry on the matter.

Savoric & Partners has advised Jadran Hoteli on its partnership with Accor.

Accor is a hotel company.

Jadran Hoteli is a hospitality group based in Croatia.

According to Savoric & Partners, Accor and Jadran Hoteli will “transform the iconic Continental Hotel, one of Rijeka’s oldest and most cherished properties, into a Handwritten Collection hotel.”

Earlier this year, Savoric & Partners advised on Jadran Hoteli and Marriott International’s partnership (as reported by CEE Legal Matters on May 9, 2024).

The Savoric & Partners team included Partner Nina Radic Kuzik and Senior Associate Igor Crne.

Savoric & Partners could not provide additional information on the matter.

Schoenherr has advised Pan-Pek on securing a EUR 20 million long-term loan from Privredna Banka Zagreb, part of the Intesa Sanpaolo Group, in cooperation with the European Bank for Reconstruction and Development.

Pan-Pek is a Croatian baked goods producer. With over 32 years in the industry, Pan-Pek operates a wide range of retail locations across Croatia. 

According to Schoenherr, the financing was provided under a recently signed Risk Sharing Framework. The RSF aims to increase support for the national economy by sharing risks between commercial banks and the EBRD, primarily focusing on domestic corporate enterprises. 

The Schoenherr team included Attorneys at Law Kresimira Kruslin and Lea Muzic and Associate Dino Rakic.

The Croatian Lobbying Act (Official Gazette 36/2024, the “Act”) entered into force on 1 October 2024, marking Croatia’s first comprehensive regulation of lobbying activities. The Act establishes significant new rules for lobbyists and companies alike, requiring compliance when interacting with public officials to advocate for business or organisational interests. This regulatory development represents a transformative shift in how entities engage with policymakers and will necessitate careful attention to adherence with these newly established standards.

The key terms and principal takeaways of the Act, with regard to companies, are outlined below.

Key terms

Key terms introduced by the Act include the following:

• Beneficiary of lobbying: The person or company on whose behalf a lobbyist engages in lobbying activities.
• Lobbyist: A person or company that engages in lobbying and is registered in the designated public register.
• Lobbied person: An individual or entity responsible for public decision-making who consents to communication with a lobbyist.
• Lobbying: Any oral or written communication with a lobbied person aimed at promoting specific interests or influencing decision-making for the benefit of the lobbying beneficiary.

Why is this important for companies?

Under the new regulations, companies must adapt to enhanced transparency and compliance obligations as follows:  

• Disclosure requirements: Companies are required to disclose meetings with public officials and report any political contributions made.
• Prohibition on gifts: Offering gifts to officials is prohibited. It is our view that while the Act does not specify a material threshold for gift value, companies should exercise caution in offering any form of gratuity to avoid potential risk.
• Compliance recommendation: The new statutory framework will require a proactive compliance strategy in order to mitigate potential legal or even reputational risks. We believe companies should revisit and, if necessary, update their internal ethical codes to align with the Act’s standards.

Non-compliance with these requirements may result in fines for legal entities of up to EUR 20,000. The Commission for the Resolution of Conflicts of Interest acts as the supervising authority.

By Dora Gazi Kovacevic, Partner, and Stjepan Dodlek, Associate, Wolf Theiss

While legal professionals may not possess the solution for upcoming winter to the widely discussed problem of frozen Tesla door handles or expertise in selecting personalized lock sounds for electric vehicles (EVs), we do offer valuable advice for landlords aiming to integrate their current property infrastructure with the growing prevalence of EV charging stations.

Essentials to keep in mind

With primary focus on leasing the parking spaces owned by the property owners already handcuffed by long-term lease agreements (e.g., shopping malls or mixed commercial/residential buildings owners), here are some legal challenges expected to occur while negotiating terms and conditions of parking space leases for installation of EV charging stations:

• REVIEW OF EXISTING PROPERTY LEASE AGREEMENTS: Revision of the lease agreements concluded with the existing tenants of the property to address the installation and use of EV charging infrastructure, is recommended as a first step. Unclear provisions on use of parking spaces can lead to confusion among existing tenants and EV charger users. It is like a game of contractual chess where landlords might find themselves in a checkmate situation, facing contractual breach claims from existing tenants to protect their parking territory or preferential delivery points.
• SUBSTATION, CHARGING DISPENSERS AND RELATED INFRASTRUCTURE: The necessity to construct a substation and other essential infrastructure depends on the extent and quality of the existing infrastructure of particular property. However, the ownership of the infrastructure located both, under and above ground, needs to be clearly defined in the lease agreement, not only in terms of usage rights during the lease period but (and more importantly) once the lease expires. Protecting the existing property’s buildings or infrastructure from potential damage during installation, repair, or its removal (and the right for the compensation) is another crucial aspect for the landlord.
• CONNECTION TO THE GRID: Connecting EV charging stations to the distribution grid involves navigating complex rules and regulations of both energy and real estate sectors. Knowing the legal moves beforehand is key to avoiding delays in the installation process. This includes careful examination of technical specifications and safety measures by the competent technical expects. Do not forget to specify which contracting party’s obligation is to lead the entire network connection process technically (and financially) before the competent authorities, and ensure that the other contracting party signs up for the full cooperation.
• MAINTENANCE AND ENHANCEMENT OBLIGATIONS: Prescribing procedures in case the infrastructure needs to be repaired or removed, is essential, including the time frames for doing so. Constant changes in regulations are a daily reality in the legal field, but impactful changes are occurring at an increasingly rapid pace in the world of technology as well. Ensure that the tenant is obligated to constantly monitor and promptly comply with regulatory changes in areas applicable to EVs, charging stations, energy, and the environment in general. Additionally, the tenant should also be obligated to keep an eye on technological innovations. Outdated charging stations surely will not attract users, meaning that the rent will eventually decrease. The last thing you want is for EV users on your property to feel like they have stumbled into a real-life “Nosedive” scenario from Black Mirror, where they are denied access to the latest charging tech like some sort of social outcasts.
• UNAUTHORIZED PARKING: Ensuring that designated EV charging spots do not turn into the Wild West of parking (particularly in mentality where parking in bike lines is, unfortunately, common practice) is an additional factor to consider in advance, especially in lease cases where the rent is calculated as a portion or percentage of the total sales revenue generated via charging stations on the property.

More sustainability, more value

According to information provided on the Croatian Vehicle Centre’s website under the title “Number of Electric and Hybrid Vehicles (2007-2023)“, Croatia recorded 7,032 electrically powered vehicles with valid registration in 2023, compared to 4,799 in 2022. Taking into account the data from previous years (e.g., 730 electrically powered vehicles with valid registration in 2019), it is evident that EV revolution is slowly but steadily gaining momentum in Croatia.

By acknowledging changes in energy law regulations (e.g., Regulation (EU) 2023/1804 of the European Parliament and of the Council of 13 September 2023 on the deployment of alternative fuels infrastructure, and repealing Directive 2014/94/EU (“AFIR”), in force since 10 October 2023, with applicability to EU Member States starting from 13 April 2024, setting binding minimum targets for the EU Member States regarding publicly accessible charging infrastructure for road vehicles) and by understanding the technical and legal shortcomings of their properties for respective innovations, landlords will be able to proactively address challenges of integrating EV charging infrastructure, significantly increasing the value of their properties.

By Maja Seat, Partner, Miskovic & Miskovic

Tus & Grzic has advised mandatory pension funds management company PBZ Croatia Osiguranje on its participation in a EUR 28 million mandatory takeover bid for Cakovecki Mlinovi with Mlin i Pekare and Allianz ZB participating as other bidders. Kovacevic Prpic Simeunovic advised Mlin i Pekare and its affiliate Plodinec. Gugic Kovacic Krivic advised Allianz ZB.

Allianz ZB is a pension funds management company.

Mlin i Pekare is a Croatian food industry company.

Cakovecki Mlinovi is a Croatian milling company based in Cakovec.

According to Tus & Grzic, the bidders aim to consolidate the operations of the MIP Group and the Cakovecki Mlinovi to increase competitiveness, expand operations in the relevant market, optimize costs, and increase the client base with planned modernization efforts. 

The Tus & Grzic team included Senior Partner Tomislav Tus and Associates Ivana Busic and Lorena Basic.

The Kovacevic Prpic Simeunovic team included Partners Marina Prpic and Dinka Kovacevic and Senior Associate Valentina Plantic.

The Gugic Kovacic Krivic team included Partner Damjan Krivic and Senior Attorney at Law Inga Paripovic.

Ilej & Partners, in cooperation with Karanovic & Partners, has advised TeraPlast Group on its acquisition of 70% of Optiplast from Danijel Drcic. Gospic Plazina Stojs reportedly advised the seller.

TeraPlast Group is a Romanian manufacturer specializing in construction materials and plastic products. 

Optiplast is Croatia’s third-largest flexible packaging manufacturer, specializing in flexible packaging products including waste bags and shopping bags, with 35 years of market experience.

According to Ilej & Partners, “with this acquisition, TeraPlast expands its production footprint across Europe, now reaching markets in Italy, Greece, and Austria more efficiently and positioning itself to serve Western Balkan markets.”

The Ilej & Partners team included Senior Partner Goran Ilej, Senior Associate Nika Jurkovic, and Associate Tea Vuletin.

The Gospic Plazina Stojs team included Partner Lana Stojs.

Croatia is undergoing significant legal changes, particularly with the introduction of a real estate tax aimed at addressing housing shortages and regulating property use as well as a new lobbying law, according to Ilej & Partners in cooperation with Karanovic & Partners Senior Partner Goran Ilej.

“One of the most significant developments is the introduction of a real estate tax, which has become a major topic of debate,” Ilej begins. “So far, real estate in Croatia hasn’t been properly taxed. A lot of real estate is used for tourism, and real estate prices are growing at a pace that’s probably the highest in the EU,” he explains. According to Ilej, “Croatians tend to invest their surplus funds in real estate, which has led to a shortage of available properties for residential use. The government is trying to intervene with a tax, hoping to encourage more real estate owners who are keeping properties vacant to switch to long-term rentals – this would help provide young families with better access to housing.”

However, the public response was not welcoming. “It’s controversial and has faced strong resistance in the past,” Ilej continues. “Right now, the legislation is still in draft form and under discussion, but it’s expected to be introduced by the start of the new year. The government has a stable majority in parliament, so it seems the political decision has already been made to introduce the tax in one form or another,” he lays out. Ilej is confident that, while the draft might see some changes, it’s likely to pass without much difficulty.

Another notable change of late is the new lobbying law. “This is the first time lobbying has been regulated in Croatia, and it’s generating a lot of discussion,” Ilej goes on to say. “The law requires anyone engaged in lobbying to register, but there’s still ambiguity around who exactly needs to register. For example, in which cases is a CEO or any employee communicating with the government considered a lobbyist? This is something we’ve been discussing quite a lot over the past few months,” he says. While the law is now in force, the practical application remains unclear. “There are still many unanswered questions about what counts as lobbying,” Ilej adds. “While the temporary lobbyist register is currently being established, the main concern is how broad the requirement to register is. These days, we receive inquiries from many of our clients, particularly in industries like pharmaceuticals, where the state is the main client, asking whether they need to register.”

Finally, taking stock of the Croatian legal market in 2024, Ilej reports overall stability. “However, transactional work has been somewhat erratic throughout the year. That said, in the last quarter, we’ve seen a noticeable pickup in transactions, which is promising. We hope this upward trend will continue into the next year, and that the market will remain active and lively,” he concludes.

Effective from 1 January 2025, Croatia will introduce a new property tax law. This new law will replace the current vacation home tax and apply to all residential properties, with certain exemptions. Local governments will institute the new law and set tax rates within a specified range by taking into account property characteristics and other factors.

1. New property tax details

Taxable properties: All residential properties, including houses, apartments, and functional living spaces. Properties used for agriculture, production, and non-production activities are not subject to taxation.

Exemptions: Properties that are owner-occupied or under long-term leases (10+ months annually), uninhabitable / unusable (e.g., severely damaged), corporate property allocated for sale in the financial records for a period shorter than 6 months, properties acquired through claim set-off less than 6 months from acquisition, public-purpose properties (e.g., nursing homes), owned by municipalities or the state.

Taxpayers: Domestic and foreign individuals and legal entities that own real estate or, in certain cases, users under the communal fee regulation.

Tax rates: Rates will be set by local governments within a range of between 0.6 to 8 EUR/m². For 2025, the tax rate must be set by February.

Regulatory flexibility: Local governments are allowed to implement zoning (different rates for different areas), apply increases based on property age or added features and exempt socially vulnerable citizens.

Tax assessment date: Taxes are assessed as of March 31 each year. Property owners must report any changes to their properties that may affect their tax obligations by this date or face fines ranging from EUR 1,000 to EUR 6,000.

2. Conclusion – What Next?

The new property tax will apply to all properties that are either rented out for short-term stays or vacant, meaning properties that are not actively used. The new tax is expected to act as an incentive for all property owners (both individuals and legal entities, including foreigners) to consider putting their unused or rarely used properties to functional use, such as by renting them out more frequently or selling them, in order to avoid the additional tax burden. The new law is part of a wider tax reform proposal that is set to undergo a parliamentary legislative process.

By Josip Martinic, Counsel, Wolf Theiss