Category: Serbia

BDK Advokati has advised Vetti Group on its acquisition of 80% of Belgrade-based animal healthcare institution Vet Planet Clinic from Andrija Dakovic. Mikijelj, Jankovic & Bogdanovic advised the seller.

Vetti Group is part of Provectus Capital Partners, an independent private equity firm in South Eastern Europe.

The BDK Advokati team included Senior Partner Vladimir Dasic, Senior Associate Marija Gligorevic, and Junior Associate Milan Popovic.

The Mikijelj, Jankovic & Bogdanovic team included Partner Dejan Bogdanovic.

Gaming is a multi-billion-dollar industry surpassing the combined value of music and film. In Serbia, gaming studios generated over 175 million EUR in 2023, continuing a strong growth trend since 2018. This industry serves as a hub for technological innovation and creativity worldwide, driven by the contributions of various creative minds.

From a legal standpoint, game developers and publishers face complex issues related to intellectual property (IP) rights, licensing, employment regulations, compliance and data protection, monetization challenges, and others. These issues are often intertwined – IP rights and employment matters are closely linked, as most games are developed by companies that employ creative professionals who contribute to the game’s creation.

• Games are the result of mixed copyright

Games are highly intricate works, usually created through the combined efforts of multiple contributors. Their development involves design, storylines and lore, dialogue and voices, software, sometimes hardware and consoles, music, and other creative elements either created by different individuals within the same group, or company or through third parties’ licensing. This makes it challenging to establish who owns which rights and to what extent since these are usually subject to copyright if requirements set out under the Law on Copyright and Related Rights (‘’Copyright Law’’) are met. As a general principle – especially in Serbia – copyright arises from the creative work of natural persons, while the economic rights associated with that copyright can only be held by legal entities, such as game developers and publishers. So, natural persons are authors while legal entities are holder of rights.

The Serbian Copyright Law offers different approaches:

• Co-authorship – when two or more people work together to create a single copyrighted work, they are considered co-authors unless otherwise agreed, while enabling just a ‘technical’ support does not count as creative work. Co-authors share the economic benefits from exploitation in proportion to their actual contributions.
• Joint authorship – when different authors combine their works to create a product intended for joint exploitation. In such cases, each author retains copyright over their contribution. The law emphasizes the importance of agreements to define the relationships between the authors of joint authorship and their respective rights. Naturally, this is usually the case with games since different authors may contribute with different creative contributions (visuals and music, design, storyline and text, software, etc.).

However, applying either of these approaches, without proper agreements, can pose legal risks regarding ownership and exploitation rights. Game publishers, typically companies, intend to commercially exploit the game, but this requires securing clear IP rights and appropriate licenses if third parties are included in the creation processes. This is usually done through detailed contractual arrangements to ensure clarity, prevent disputes, and avoid potential liabilities – ranging from civil to criminal. 

• Games created within employment

When the company as employer is factored into the equation, the legal aspect becomes more complex. Serbian law treats employment-created copyrighted works differently depending on their type. For example:

• Software, including databases (whether considered copyrighted or not), is presumed to belong to the employer unless otherwise agreed, such as in an employment contract. This arrangement offers a straightforward and favorable solution for employers, enabling them to commercially exploit the created product without the risk of infringing on employees’ copyright.
• Other types of copyrighted works (music, literal works, original designs, etc.) – the author retains exploitation rights after five years unless an alternative arrangement is stipulated (g., in an employment agreement or rulebook). During these five years, the employer has the right to commercially exploit the work but is obliged to pay special remuneration to employee depending on the exploitation of such work.

If a game development company neglects to regulate these aspects properly, it risks being left without essential proprietary rights, with the game becoming legally insecure product to exploit. The Law on Copyright and Related rights does not recognize games as a distinct category of copyright (unlike software), so it is essential to regulate rights during the game’s development with both employees and third parties included in the development process. Failing to address these issues can lead to different consequences infringing others IP resulting in civila and criminal liability.

• Employees’ contributions are usually not ‘free of charge’

Employers may regulate copyright ownership, but merely stipulating under employment agreements that ‘all IP rights and copyright’ belong to the employer is insufficient. This is because the Law on Copyright and Related rights explicitly states that an author (employee) is entitled to special remuneration based on the success of the copyrighted work’s exploitation. The criteria for determining the amount and method of compensation payment are established through a general act (e.g., an Employer rulebook) or specified in the employment contract.

Usually, companies stipulate clauses in employment agreements transferring economic rights to the employer, stating that salary is sufficient compensation. However, this approach can be problematic and even court practice is not uniform in this aspect. If a game achieves significant commercial success (e.g., generates high sales), the gap between the employee’s salary and the revenue generated by the created work would become notably disproportionate. Worse still are cases where no remuneration for employees’ copyrights is provided, which could lead to direct legal exposure.

• Software is an exemption

On the other hand, the treatment of software under Serbian law is relatively straightforward. Due to software being the driving force of Serbian economy, the law presumes that exclusive economic rights to software created within employment belong to the employer. Special remuneration is only payable if explicitly agreed in the employment contract. This simplifies the process for companies, but it is still advisable to explicitly regulate the transfer of all economic rights to avoid potential disputes or liabilities.

• Copyright includes various legal prerogatives

Copyright includes a ‘bundle of rights’ categorized into moral and economic rights, with distinct rules for each:

• Moral rights – these are personal and non-transferable, always retained by the author. They include the right to be recognized as the author, the right to have the author’s name displayed on copies of the work, and the right to decide how the work is published.
• Economic rights – these are transferable and can be held by a legal entity. They include the right to authorize or prohibit reproduction, distribution, rental, public performance, broadcasting, and other forms of exploitation.

Companies can only acquire economic rights. For game publishers, acquiring economic rights is essential for commercializing a game. It is important to determine whether to acquire the full spectrum of economic rights or only specific rights (e.g., the right to distribute but not broadcast, etc.). Usually, licensing companies will grant license only for certain rights. However, overlooking other prerogatives could lead to limitations in exploiting the game fully and potential legal disputes. Therefore, negotiating better licensing conditions may show essential during the development stage.

• Conclusion

Considering the growth of the gaming industry in Serbia, it is crucial to address this issue with care. Since the primary goal of companies is to exploit games for commercial benefit, proper agreements and clauses must be established to ensure the publisher gains full control over the economic rights over these copyrighted works. Despite challenges, Serbia does have legal mechanisms in place that, while not perfect, enable stakeholders to operate within the gaming industry. The question of whether Serbia requires specialized regulations to make game development easier and more legally efficient will likely be answered in the coming years, through the old process of trial and error.

By Milos Maksimovic, Senior Associate, JPM Partners

Kinstellar has advised Shamrock Capital on its investment in DE-YAN.

Shamrock Capital is a Los Angeles-based investment firm.

DE-YAN is a multidisciplinary design studio. 

The Kinstellar team included Managing Associates Mina Sreckovic and Kristina Stojanovic, Senior Associates Mario Kijanovic and Nevena Milosevic, and Associate Jelisaveta Folic.

Kinstellar could not provide additional information on the matter.

Bojovic Draskovic Popovic & Partners (BD2P) has rebranded to Draskovic Popovic & Partners (D2P) following Marija Bojovic’s departure.

According to a firm spokesperson, Senior Partners Uros Popovic and Vuk Draskovic are now the sole owners of the firm and “are the face of [the] firm, together with the whole team who remains in the firm.”

BIT Law advises PUC Belgrade Metro and Train on a EUR 720 million design and build contract with contractor PowerChina for the civil works of the first phase of Line 1 of the Belgrade Metro, identifying Lot 2 as a distinct section.

PowerChina is a wholly state-owned enterprise administered by the state-owned Assets Supervision and Administration Commission of China.

According to BIT Law, “based on the FIDIC Yellow Book 2017, the agreement includes the design and execution of works, including the procurement of tunnel boring machines. This follows the August Agreement for Lot 1 Line 1 P1 under the FIDIC Green Book 2021 model, when this innovative FIDIC model was used for the first time in the region.”

The BIT Law team included Partners Katarina Obradovic Baklaja and Boris Baklaja.

MMD Advokati has advised Itelyum on its acquisition of Jakob Becker.

Itelyum is a European Circular Economy group specializing in recycling complex streams of hazardous waste.

Serbia-based Jakob Becker specializes in the collection, transport, and storage of hazardous and non-hazardous waste.

According to MMD, “the transaction represents the entry of the Itelyum group in the Ex-Yu region, as simultaneously with the acquisition of Serbian subsidiary of Jacob Becker group, Itelyum acquired 100% of shares of Jacob Becker Croatia.”

The MMD Advokati team included Partners Veljko Dostanic and Rastko Malisic.

To bolster Europe’s clean energy transition, the European Commission has recently announced a EUR 4.6 billion investment.  This funding aims to advance net-zero technologies, electric vehicle (EV) battery cell manufacturing, and renewable hydrogen production.  This initiative marks a pivotal step in the EU’s commitment to achieving climate neutrality by 2050.

Investment Breakdown

• Net-Zero Technologies: A EUR 2.4 billion call for proposals targets projects that focus on decarbonization, including the manufacturing of components for renewable energy, energy storage, heat pumps, and hydrogen production.  This effort aims to enhance Europe’s leadership in innovative, clean energy technologies.
• Electric Vehicle Battery Manufacturing: For the first time, a dedicated EUR 1 billion call supports the production of innovative EV battery cells and the deployment of advanced manufacturing techniques.  This measure concurrently addresses economic barriers within the European battery value chain, including challenges faced by gigafactories.
• Renewable Hydrogen Production: The second auction under the European Hydrogen Bank allocates EUR 1.2 billion to support producers of renewable hydrogen, classified as Renewable Fuel of Non-Biological Origin (RFNBO), within the European Economic Area.  This auction includes a EUR 200 million budget specifically for projects with off-takers in the maritime sector.

These investments are financed through the EU’s Innovation Fund, utilizing revenues from the EU Emissions Trading System (ETS).  Established in 2005, the ETS is a cornerstone of the EU’s climate change policy. It combats emissions by putting a price on carbon from key greenhouse gas-intensive sectors.

The European Commission has also introduced mechanisms like ‘Grants-as-a-Service’ and ‘Auctions-as-a-Service’ to streamline funding processes and reduce administrative burdens.  These initiatives allow member states to complement EU funding with national support, enhancing the resilience and competitiveness of European industries.

This substantial investment underscores the EU’s dedication to fostering sustainable industrial growth and achieving its ambitious climate goals, reinforcing Europe’s position as a leader in the global clean energy transition.

Potential Opportunities for Non-EU Businesses

This ambitious EU investment potentially creates ripple effects for non-EU businesses.  It builds opportunities for companies outside the EU that are well integrated into European supply chains.  This particularly applies to enterprises providing raw materials and components for net-zero technologies, EV batteries, and renewable hydrogen projects.  The funding also encourages partnerships and joint ventures, enabling non-EU firms to access European markets and expertise.  Additionally, mechanisms like ‘Grants-as-a-Service’ and targeted budgets, such as the EUR 200 million for maritime hydrogen projects, offer unique entry points for non-EU companies.  Aligning with EU standards can further enhance global competitiveness, setting businesses up for success in a rapidly evolving green economy.

By Ivan Eftimov, Gecic Law

On 6 December 2024, the Law on Amendments to the Law on Prevention of Money Laundering and Financing of Terrorism and the Law on Amendments to the Law on Public Notaries entered into force. These two laws were adopted by the National Assembly of the Republic of Serbia and published in the Official Gazette of the Republic of Serbia on 28 November 2024.

Starting tomorrow, the solemnization of loan agreements between natural persons in the amount of EUR 10,000 and higher, calculated in accordance with the middle exchange rate of the National Bank of Serbia (NBS) on the date of the solemnization, will be mandatory. In addition, public notaries will be obliged to submit such agreements to the Administration for the Prevention of Money Laundering.

A month ago, our partner Jelena Stanković Lukić provided a detailed analysis of the proposed amendments to the Law on Public Notaries. For more details, please visit the following link: [https://www.jpm.law/proposal-for-the-amendment-of-the-law-on-public-notaries/].

The Law on Amendments to the Law on the Prevention of Money Laundering and Financing of Terrorism stipulates that anyone engaged in the sale of goods, real estate, or the provision of services in the Republic of Serbia is prohibited from accepting cash payments of EUR 10,000 or higher (in RSD equivalent) for goods or services. This applies whether the payment is made in a single transaction in multiple related cash transactions, or in the case of one or more agreements within one year. Such payments must be deposited into a bank account. This restriction also applies to natural persons receiving cash under loan agreements or agreements for the sale of real estate.

The reason behind these amendments to the law on preventing money laundering and financing of terrorism is the recommendations resulting from the work of the Expert Team of the Coordination Body for Preventing Money Laundering and Financing of Terrorism, regarding the risk assessment in the real estate sector. These amendments aim to mitigate risks in this sector by limiting transactions involving the purchase and payment in cash for natural persons. Additionally, these amendments address the risks related to usury crimes, prohibiting the receipt of cash in amounts of EUR 10,000 or higher, based on loan agreements.

By Katarina Rosic, Senior Associate, JPM Partners

The European Commission and the European Data Protection Board (“EDPB”) have recently published reports on the first year of implementation of the new EU–U.S. Data Privacy Framework (“DPF”). These reports analyze the application of data protection mechanisms in cross-border transfers between the EU and the U.S., as well as ongoing challenges.

While the European Commission highlights significant progress, the EDPB points to issues requiring further attention. These reports represent an important step in assessing the sustainability and future of the DPF.

What is the DPF and what are its innovations?

The new legal framework for personal data transfers between the EU and the U.S., established by European Commission Decision No. C(2023) 4745 of July 10, 2023 (“Decision”), enables data transfers without additional safeguards, based on the assessment that the U.S. ensures an adequate level of protection. This Decision marks the third attempt to establish a data transfer mechanism between the EU and the U.S., following the invalidation of previous frameworks – the Privacy Shield and Safe Harbor – by the European Court of Justice in the Schrems I and Schrems II rulings due to insufficient safeguards.

Key innovations introduced by the DPF include limiting U.S. intelligence agencies’ access to EU data to what is necessary and proportionate, and the establishment of the Data Protection Review Court, where EU citizens can lodge complaints. U.S. companies participating in the framework through certification are required to comply with strict obligations, such as deleting data when it is no longer needed and ensuring continued protection when sharing data with third parties.

More details on the mechanisms of this new legal framework for personal data transfers between the EU and the U.S. can be found in one of our previous articles, available here.

European Commission Report: First Assessment of the DPF’s Effectiveness

The European Commission has recently submitted a report to the European Parliament and the Council of Europe on the implementation of the DPF. The report concludes that U.S. authorities have established the necessary structures and procedures for the DPF to operate effectively, marking a significant step in strengthening transatlantic data protection cooperation.

In its analysis, the European Commission evaluated whether all key elements of the DPF have been implemented and assessed how certified companies apply its data protection mechanisms. The report finds that U.S. regulatory authorities have established a certification process, with over 2,800 U.S. companies certified under the DPF to date—a significant increase compared to the previous Privacy Shield framework. During the first year of implementation, only 33 certification requests were denied, and a mechanism has been introduced to remind organizations of their re-certification obligations.

The report highlights the legal and regulatory changes in the U.S., including administrative steps within intelligence agencies and the Department of Justice, which enable more efficient implementation of the DPF. However, concerns remain about the practice of U.S. intelligence agencies purchasing personal data from commercial brokers, which could circumvent the obligations set by the DPF.

The report also addresses progress in establishing the Data Protection Review Court, which remains in its early stages. While the court is designed to allow EU citizens to lodge complaints against the handling of their personal data by U.S. intelligence agencies, the number of complaints submitted so far is low. This may indicate a lack of awareness among citizens about the court’s existence or the process for filing complaints, underscoring the importance of continued public education and information dissemination about this mechanism.

The European Commission concluded that, despite challenges, the first year of the DPF’s implementation has achieved significant progress in transatlantic data protection. It emphasized that continued EU-U.S. cooperation remains crucial for the stability and development of this data protection mechanism.

European Data Protection Board Report: Challenges in Implementation and Recommendations for Improvement

Shortly after the European Commission’s submission, the EDPB adopted its report on the first review of the DPF, focusing on its key aspects. The report acknowledges the efforts of U.S. authorities and the European Commission in implementing the framework but also identifies specific challenges in its application.

Regarding commercial aspects, the EDPB commended the U.S. Department of Commerce for developing a certification process, updating procedures, educating companies, and raising awareness about the DPF.

On government access to personal data, the EDPB analyzed the enforcement of safeguards such as the principles of necessity and proportionality, along with mechanisms to protect citizens’ rights. It called on the European Commission to continue monitoring these areas closely, particularly in light of legislative developments in the U.S., such as amendments to the Foreign Intelligence Surveillance Act.

The EDPB also considered recommendations concerning access to retained data for law enforcement purposes. It warned against the risk of infringing fundamental rights, particularly the right to privacy, due to overly broad data retention requests by authorities. The Board emphasized that such measures must adhere to the principles of necessity and proportionality, as outlined in the EU Charter of Fundamental Rights and the jurisprudence of the Court of Justice of the European Union.

Additionally, the EDPB highlighted the importance of preserving encryption security and rejected proposals that could weaken its effectiveness, such as enabling remote access to unencrypted data. It concluded that maintaining trust in technology, while respecting privacy and freedom of expression, is critical for the continued growth of the digital economy.

The EDPB report stresses the need for ongoing monitoring of the DPF’s implementation and recommends that the next review be conducted within three years. These conclusions underscore the importance of balancing privacy protection with effective law enforcement in transatlantic cooperation.

The Future of the DPF: Next Steps in Strengthening Cooperation and Privacy Protection

Although the first year of implementing the EU-US Data Protection Framework (DPF) has made significant progress in aligning US regulatory bodies with European data protection standards, the future of this legal framework remains uncertain. The further development of its application and EU-US cooperation will depend on political changes, particularly in light of the recent presidential elections in the US, which brought a change in administration.

The key to the success of further development and proper implementation of the DPF lies in continuous monitoring of the protective measures’ implementation and ensuring that US authorities maintain high standards of data protection. The European Union must continue to exert pressure on the US to fully safeguard citizens’ rights, enabling the long-term success of this framework.

In this context, further improvements in the data protection system and strengthening the DPF through new regulatory initiatives and alignment with technological advancements will be crucial.

These changes should ensure a balance between the freedom of data transfer and privacy protection, providing a secure framework for future transatlantic relations.

This article is to be considered as exclusively informative, with no intention to provide legal advice. If you should need additional information, please contact us directly.

By Sonja Stojcic, Senior Associate, PR Legal

NKO Partners has advised Dr Max on its acquisition of the Ivancic i Sin pharmacy chain in Serbia from Bratislav Ivancic and Nada Milovanovic Ivancic. BIT Law advised the sellers.

Belgrade-based Ivancic i Sin consists of nine retail units.

Earlier this year, NKO Partners advised Dr Max on the acquisition of the Miletic Plus pharmacy chain (as reported by CEE Legal Matters on May 21, 2024) and on its acquisitions of Pet-Sar Farm (as reported by CEE Legal Matters on February 15, 2024). In 2023, the firm advised Dr Max on the acquisitions of Melem Pharmacy (as reported on December 1, 2023), the Dr Ristic pharmacy chain (as reported on November 9, 2023), the Uniprom pharmacy chain in Zajecar (as reported on October 4, 2023), Nova Pharm (as reported on March 28, 2023), Beolek (as reported on March 9, 2023), Cvejic (as reported on January 31, 2023), as well as AU Medis Lek (as reported by CEE Legal Matters on January 6, 2023).

The firm had also advised the Dr Max Group on its acquisition of several other pharmacy chains in Serbia in 2022, including Pancevo-based AU Kod Suncanog Sata and Veliko Gradiste-based AU Selic (as reported on October 11, 2022), Belgrade-based K-Pharma (as reported on June 8, 2022), the Janja pharmacy chain (as reported on March 28, 2022), and the Zlatni Lav pharmacies (as reported on January 5, 2022).

The NKO team included Partners Djordje Nikolic and Branko Jankovic. 

The BIT Law team included Partner Djordje Igric and Associate Kristina Vukovic.