Category: Slovenia

In Slovenia, everything revolves around energy, according to Rojs Peljhan Prelesnik & Partners Managing Partner Robert Prelesnik, with the government capping energy prices for large companies, beefing up subsidies, and considering capital injections for major energy players.

“In the past few weeks, more or less everything has been about energy and energy prices in Slovenia,” Prelesnik says. “Our prime minister comes from the energy sector – he’s been the director of Slovenia’s largest energy traders, and now energy is his primary focus.”

“Just last week, the government issued a decree defining the maximum energy purchase price for large companies, helping them to face the winter,” Prelesnik notes. “The decree is in force since November 30. Prime Minister Robert Golob labeled the EU’s proposal to cap gas prices at EUR 275 per megawatt-hour as inadequate, and the lack of unity as a bad message, so they took the matter into their own hands,” he reports. “In addition, another bill offers around EUR 1.2 billion in subsidies to help with the high prices of electricity, gas, and steam,” Prelesnik says, and adds that the government is also injecting around half a billion euros in December into Slovenia’s main electricity producer, the HSE power group.

In addition to this, Prelesnik highlights that “Slovenia’s largest trader of gas, Geoplin, signed a contract with an Algerian company, Sonatrach, for three years, on providing 300 million cubic meters of gas per year.” Previously, Geoplin had an agreement with Gazprom, he points out, “on importing gas from Russia, but now that is more or less off the table.” He adds that, interestingly, with the recent decrease in gas prices, Geoplin will not require a capital increase but will only get an extension of a loan by Petrol, which will provide the needed liquidity.

“Also related to energy, on Friday, our prime minister met the Hungarian prime minister and opened a completed high-voltage power line between Slovenia and Hungary,” Prelesnik continues. “Slovenia did not have powerline connections with all neighboring countries, and now it is complete. The parties announced that Slovenia will likely construct a pipeline to connect Hungary to alternative sources, to achieve energy independence.”

Unrelated to energy, Prelesnik adds that there are significant tax law updates as well: “Last week, the government announced that the tax reform passed by the previous government, back in March, will be reversed. The previous government lowered the taxes but the current government wants to reverse that, announcing that the new tax is a key to fiscal stability.” However, Prelesnik says that the upper chamber of the parliament vetoed the change, “arguing that it is not the right time for increasing taxes and that higher net salaries should be the priority. The bill will now require another procedure through parliament.”

Still, Prelesnik says that the data looks promising. “Unemployment decreased by 20% compared to last year. We reached 10% inflation – mostly due to an increase in food and energy prices – but still, exports rose by 22% on a yearly basis and imports were also 21% up.” Pharmaceuticals and automotive exports are still significant, he says, “but there is a sense of things potentially slowing down.” Finally, Prelesnik highlights that the real estate market is also experiencing a slowdown: “there is no substantial decrease in prices yet, but we see fewer transactions.”

Senica & Partners has advised the Viessmann Group on its acquisition of a minority stake in Nomnio. Iuuri Legal advised the sellers.

Nomnio is a Slovenian software solution provider specializing in the design and development of connected products, services, and solutions for the European market.

Founded in 1917, Viessmann is a heating, cooling, and climate control technology manufacturer.

“With Nomnio we have found a dynamic software developer that can deliver many of the internet-of-things requirements of our portfolio companies,” Viessmann Investment Managing Director Timo Tauber commented. “Our investment is a strategic investment in a business area that is becoming increasingly important for all companies, and it contributes to our purpose of creating living spaces for generations to come.”

The Senica & Partners team included Partner Ales Lunder and Associate Marko Ojstersek.

The Iuuri Legal team included Counsels Miha Bratina and Jan Pecar.

Corporate reorganizations, spin-offs, and a generational change among family-owned companies are among the key features of Slovenia’s current market, and the number of collective claims for damages is rising, according to Jadek & Pensa Partner Janja Zaplotnik.

“These are turbulent times, with macroeconomic conditions affecting businesses and the legal sector,” Zaplotnik says. “Slovenia faced a quarterly 1.4% decline in GDP in the third quarter of this year, and that, with a rather pessimistic outlook for Germany’s GDP growth, which is Slovenia’s biggest trade partner, creates uncertainty for many businesses. Larger investment projects in private sector companies are noticed to be put on hold, and cost control is becoming stricter.”

“The government announced another set of measures to support the economy, to address increased energy prices,” she continues. “The situation in terms of gas seems better now – October’s warm weather reduced the consumption of gas, and according to Slovenia’s gas regulator we have sufficient supplies for this winter,” she says, adding that still, the country is vulnerable, “as we don’t have our own gas storage capacities.”

Zaplotnik notes, that in terms of M&A, the Slovenian market remains quite vibrant. “Compared to previous years, there is a lot of work on corporate reorganizations,” she says. “Many companies are going through spin-offs – major telecommunication companies are mostly the ones spinning off their infrastructure business into separate companies and real estate ones are increasingly separating into smaller companies.” At the same time, she says, Slovenia also has a strong sector of small- and medium-sized family-owned companies, where generations are now changing. “Several founders of companies that were set up in the early nineties are now retiring and passing them to the newer generation,” Zaplotnik notes. “The number of exits is high and there are a lot of opportunities for investors in such family-owned businesses.”

“We are also facing much more transactions triggered by private equity funds – we now have our own Slovenian ALFI private equity fund, active in Slovenia and the region,” Zaplotnik adds. “The Generali private equity fund was also involved in several transactions during the past year. Overall, the number of mergers notified to the competition regulator so far this year is almost double the number of the same period in the past year.”

Looking beyond M&A, Zaplotnik notes that “another important feature of the Slovenian market is the rising number of collective actions being filed on behalf of allegedly harmed consumers. In the last year, Apple and 12 Slovenian banks were sued by the same claimant for alleged unfair commercial practices.” According to her, “just recently, another consumer organization announced such actions against all four telecom operators in the country, claiming that these operators have contracts that allow them unilaterally change the prices without previously agreed grounds and methodology, and the harms allegedly amount to EUR 200 million. Consequently, these actions can have wide implications on the affected businesses.”

Finally, Zaplotnik highlights that Slovenia is also facing political changes. “In November, we have elections almost every week. We just elected a new president and local elections and a referendum is also happening this month.” Still, despite the political changes, she says that the government’s primary focus is still energy, noting that “bringing investments in renewables, especially in photovoltaics, is the government’s top priority. At the beginning of the next year, an act will be adopted, which is aimed to facilitate investments in renewable energy. Energy will likely still be a focus of the next year.”

On July 28, 2022, CEE Legal Matters reported that ODI Law had advised Holding Slovenske Elektrarne on a EUR 350 million cross-border syndicated debt refinancing. CEE In-House Matters spoke with Matej Petrisic Assistant Head of Legal Affairs and Corporate Governance at Holding Slovenske Elektrarne, to learn more about the matter.

CEEIHM: Please tell us a bit about Holding Slovenske Elektrarne and its operations in Slovenia.

Petrisic: Holding Slovenske elektrarne d. o. o. – wholly owned by the Republic of Slovenia and managed through Slovenian Sovereign Holding – is the controlling company in the HSE Group. The company’s operations are mostly based on the sales and trade of electricity, the optimization of the production of the HSE Group, as well as on the management and implementation of energy projects. The HSE Group is the largest producer and seller of electricity from domestic sources on the wholesale market in Slovenia and the largest Slovenian producer of electricity from renewable sources, including from the largest Slovenian solar power plant that was commissioned in 2021. As such the HSE Group supplies the market with electricity, which is produced through a combination of different sources, securing the safe, reliable, and quality provision of electricity to domestic and international clients.

CEEIHM: As reported by CEELM, you were recently advised by ODI on a EUR 350 million cross-border syndicated debt refinancing. What is the refinancing intended for?

Petrisic: It is indeed the case that recently HSE entered into a EUR 350 million syndicated facility through which in part we refinanced our existing debt as well as in part secured additional long-term liquidity. This cross-border operation consisted of both term and revolving facilities, reflecting our financing needs.

CEEIHM: What were the most challenging legal aspects of this refinancing?

Petrisic: As in any large cross-border transaction, challenging issues arise, and, when tackling those, you need to keep two things in perspective: dedicating the necessary focus to complex details while keeping the overall deal clear and coherent. Especially in a financing facility, it is paramount to take into account the different needs of the parties involved and various aspects of the deal in order to come to a suitable solution – knowing the objectives you need to achieve, being aware of the financing institutions’ limitations, keeping in mind cross-contract permits and representations, while making sure the contract wording to be clear for any reader regardless of their background. It might be the case that certain wording may be regarded differently by corporations or by financial institutions, so ensuring all provisions are drafted in an unambiguous way can require extra attention from everybody involved.

CEEIHM: And how was the legal work split between your own in-house team and your advisors?

Petrisic: Our own in-house team carried out all the necessary steps towards state authorities that needed to issue their consent to the financing operation as HSE is due to being 100% state-owned, subject to specific rules on acquiring debt. Additionally, the term sheet and mandate letter were as well negotiated by our internal team of experts. On the other hand, the external counsel, ODI, led the review and negotiations of the syndicated loan facility text itself, where also our in-house team provided its own material input. Moreover, ODI independently produced its written report on the financing operation as an external legal expert for the purposes of obtaining state authorities’ consent as required by local legislation.

CEEIHM: And why did you pick ODI as your advisor for this matter?

Petrisic: HSE is committed to competitive and efficient procurement, thus external legal counsel was engaged after obtaining several proposals from experienced Slovenian law firms with a track record of advising in similar financing operations. ODI, while demonstrating its competence to advise on this matter, at the same time provided the most competitive pricing for their services.

Originally reported by CEE In-House Matters.

The upcoming tax reform, legislation on FDI control measures, and skyrocketing investments in business premises are the key updates for Slovenia, alongside major mergers in the banking sector, according to ODI Law Partner Branko Ilic.

“There are two major discussion points in Slovenia at the moment, one being the war in Ukraine, and the other one – a newly elected government,” Ilic says. “The latter has been in power for three months by now and will slowly have to start showing some results. After the elections, the previous center-right government has been replaced by a center-left one, and the relevant changes in policies are expected to follow,” he notes.

Ilic says that the new government aims to amend a significant amount of legislation adopted in the past two years, including tax reform. “The income tax is expected to increase and that, together with new FDI control measures, will likely lead to a decrease in FDIs in Slovenia,” he points out.

According to him, “Slovenia was highly resilient during the pandemic crisis and, last year, our GDP growth was over 8%. However, this year the number has decreased to 4-6%, while next year we expect to see only a 2-3% increase. Despite that, the economy is doing quite well, which is mainly due to our real estate market.” Ilic adds that, because of the increase in interest rates, real estate prices might stagnate or decrease slightly next year.

“Another noticeable trend in Slovenia are the skyrocketing business premises project investments,” Ilic notes. “In the last ten years, there was a lack of such investments but, in 2022, this trend has changed – there are a number of obtained building permits, which will have an impact on business premises markets.” Ilic says that, for instance, recently, the Kolosej building was acquired by the company Boscarol in Ljubljana to be transformed from a movie center into a business center. “The projects related to building offices and logistics spaces are expected to grow,” he notes.

Additionally, Ilic says that “the crisis in Ukraine is affecting gas and electricity distribution, with a very high inflation rate of 11% in August. The government has banned increasing electricity prices for a year and, hopefully, that will stabilize the market.” One good thing the new government did, according to him, “was canceling fines imposed during the pandemic, as the Constitutional Court decided that a large number of the emergency measures were unconstitutional. So the fines were also struck down: they no longer need to be paid.”

According to Ilic, the market remains busy with M&A transactions, however, most of these transactions are done by small and medium-sized companies. “Yet, there are still big mergers, including the merger of two of Slovenia’s biggest banks – SKB and NKBM. They signed the merger agreement at the beginning of 2021 and are still waiting for approval from the Slovenian competition authority. Considering the size of the Slovenian market, the competition authority is very cautious in granting approval.” Other than that, Ilic says “another noteworthy transaction is the former Sberbank’s merger with NLB, which was started, imposed, and finalized by the Single Resolution Board and Banka Slovenije and will have interesting judicial repercussions in front of the European Court of Justice.”

This article provides an up-to-date overview of the currently existing FDI regimes in Slovenia.

Legal basis

Act Determining the Intervention Measures to Mitigate and Remedy the Consequences of the COVID-19 Epidemic (Zakon o interventnih ukrepih za omilitev in odpravo posledic epidemije COVID-19; “ZIUOOPE”), Official Gazette of the Republic of Slovenia, No. 80/20.

EU FDI Screening Regulation (Regulation (EU) 2019/452), OJ L 79I, 21 March 2019.

ZIUOOPE was published in the Official Gazette of the Republic of Slovenia on 30 May 2020 and came into force one day later. FDI screening provisions will be in force until 30 June 2023 (Slovenia introduces foreign investments screening rules).

Currently, the FDI Commission (a special body within the Ministry of Economic Development and Technology) is working on a new draft law that will establish a permanent legal basis for FDI screening.

Filing requirement

The notification obligation under ZIUOOPE is triggered if a foreign investor (i.e. non-Slovenian individual/entity) intends to carry out or has carried out a foreign direct investment (i.e. merger or acquisition of an undertaking, investment in tangible and intangible assets, acquisition of the right to dispose of land and real estate essential to critical infrastructure / located near such infrastructure), which aims to establish or to maintain lasting and direct links between the foreign investor and an undertaking active in a sector affecting the security and public order of Slovenia and is seated in Slovenia, and the investment concerns at least 10 % of the capital or voting rights.

Relevant sectors

Relevant sectors include:

1. critical infrastructure (such as energy, transport, water, health, communications, media, data processing or storage, aerospace, defence, electoral or financial infrastructure, and sensitive facilities, as well as land and real estate crucial for the use of such infrastructure or land and real estate located near such infrastructure);
2. critical technologies and dual-use items (such as artificial intelligence, robotics, semiconductors, cybersecurity, aerospace, defence, energy storage, quantum and nuclear technologies, nanotechnologies, biotechnologies as well as health, medical and pharmaceutical technology);
3. supply of critical inputs (such as energy or raw materials, food security as well as medical and protective equipment);
4. access to sensitive information (such as personal data or the ability to control such information);
5. the freedom and pluralism of the media; and
6. projects or programmes of EU interest as listed in Annex 1 of Regulation (EU) 2019/452.

Process and timetable

Competent authority: Ministry of Economic Development and Technology

Mandatory filing requirement: Yes Filing deadline: 15 days from:

• the conclusion of a share purchase agreement or a public takeover bid (merger or acquisition of an undertaking);
• the establishment of a corporate entity in Slovenia (investment in tangible or intangible assets);
• the conclusion of an agreement (acquisition of the right to dispose of land and real estate essential to critical infrastructure / located near such infrastructure).

The FDI Commission also confirmed in its decisions that it is possible to file the notification early and obtain clearance upfront, prior to the occurrence of any filing triggers (e.g. in case of stock exchange acquisitions).

Responsibility for filing:

• the foreign investor, target company or acquired company (merger or acquisition of an undertaking);
• the foreign investor or its Slovenian subsidiary (investment in tangible or intangible assets or acquisition of the right

to dispose of land and real estate essential to critical infrastructure / located near such infrastructure).

Standstill requirement: No

Sanctions: Failure to notify a foreign direct investment is subject to monetary penalties.

Length of the proceedings:

Two months from filing of the notification with the Ministry (a special FDI Commission will decide whether an in-depth screening is to be carried out once the notification is filed with the Ministry). The Ministry can initiate the screening within five years after the contract has been concluded.

FDI Screening in Austria.

FDI Screening in Bosnia & Herzegovina.

FDI Screening in Croatia.

FDI Screening in the Czech Republic.

FDI Screening in North Macedonia.

FDI Screening in Montenegro.

FDI Screening in Moldova.

FDI Screening in Poland.

FDI Screening in Slovakia.

FDI Screening in Serbia.

FDI Screening in Romania.

By Eva Skufca, Local Partner in cooperation with Schoenherr

The requirement for an increase in the use of green energy will have a significant impact on the growth of e-mobility.

The European Union aims to increase the share of renewable sources of energy in line with the European Green Deal requirements, with a particular focus on the transport sector. To meet the targets of the European Green Deal, the European Commission set various goals to drive the transition to carbon neutrality. Replacing fossil fuels with renewable source energy and introducing at least 30 million zero-emission vehicles on Europe’s roads by 2030 are some of the milestones toward the reduction of transport emissions by 90% by 2050.

In Slovenia, the transport sector has a great impact on energy consumption and, consequently, on the targets related to renewables in gross final energy use. The Slovenian Development Strategy 2030 sets forth various strategies to ensure Slovenian energy security and the Slovenian internal energy market. Supporting the growth of e-mobility, renewable electricity production, and storage facilities are some of the objectives in the context of the development and management of the electricity distribution network in the Slovenian market.

In line with these objectives, in January 2022, the Government of the Republic of Slovenia introduced the Slovenian Decree on Renewable Energy Sources in Transport, determining the mandatory shares of energy from renewable energy sources for use in the transport sector. In accordance with the decree, the fuel suppliers need to achieve a mandatory energy share of renewable energy sources in the transport sector for each calendar year, which amounts to at least 10.1% in 2022, at least 11.2% in 2025, and at least 20.8% in 2030. These requirements will boost the electrification of the Slovenian transport sector and the deployment of renewable energy capacities.

In addition, the Slovenian National Policy Framework sets forth the targets for Slovenian infrastructure to reach 7,000 electric vehicle (EV) charging points by 2025. The number of EV charging points in Slovenia has increased significantly in the last two years. According to the European Alternative Fuels Observatory Report of the European Commission, the total number of publicly accessible AC charging points (AFIR categorization) has increased from 514 in 2020 to 5,313 in 2021, and the total number of publicly accessible DC charging points (AFIR categorization) has increased from 83 in 2020 to 247 in 2021. The Slovenian EV market share has increased rapidly in recent years as well, so that battery electric vehicles (BEVs) rose from 1,314 registered BEVs in 2018 to 5,574 registered BEVs in 2021, and plug-in hybrid electric vehicles (PHEVs) grew from 580 registered PHEVs in 2018 to 1,088 registered PHEVs in 2021. In 2018, there were 470 new registrations of BEVs, which increased significantly in 2021, reaching 1,679.

The set of recently adopted laws enables the commercialization of the EV charging market and boosts e-mobility in Slovenia. The Slovenian Electricity Supply Act, which entered into force on November 13, 2021, ended the restrictive control of electricity operators over charging stations. The electricity operator must enable the easiest possible connection of publicly accessible and private charging points for EVs to the electricity grid and must cooperate in a non-discriminatory manner with any person or entity that owns, develops, or operates charging points for EVs, including their connection to the grid. The electricity operator may not own, develop, or operate charging points for EVs or offer electric charging service, except in certain statutory exceptions – for instance if the electric operator owns charging points intended exclusively for its own use. In Slovenia, the owner or lessee of the EV charging point may freely choose the electricity supply provider, and is, pursuant to the Slovenian Electricity Supply Act, entitled to terminate the electricity supply contract without obligation to pay any penalties if electricity prices or the supplier’s general terms and conditions change. The Slovenian Act on Energy Efficiency, which entered into force on November 17, 2021, supports the growth of e-mobility by determining that when constructing new non-residential buildings, and in the event of major renovations of non-residential buildings, the investor must ensure the installation of a certain statutory-determined number of EV charging points and the installation of electric cable lines for parking lots.

The synergies between renewable energy resources and e-mobility thus bring ample new opportunities, especially for the electricity sector.

By Dunja Jandl, Partner, and Tamara Kosi, Attorney at Law, CMS

This Article was originally published in Issue 9.6 of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

The new government, looking to implement sweeping tax reform, introduce more socially oriented policies, and reorganize the country’s energy framework, is keeping Slovenian lawyers talking, along with the steady stream of M&A and financing mandates, according to Partner Igor Angelovski of Ketler & Partners, a member of Karanovic.

“The most crucial update in Slovenia is related to a recent change of government, with more left-leaning political parties coming into power,” Angelovski begins. “This includes the new prime minister – previously the CEO of GEN-I, one of the largest energy companies in Slovenia. The new government is now looking into old legislative measures and announcing some reforms to implement more social policies.”

“One of the most important aspects is the upcoming tax reform,” Angelovski says. “So far, only minor changes have been implemented, however, the government plans to increase taxes, including imposing higher taxes on capital and high-income taxpayers. In addition, the government intends to annul the previous tax changes, which were set to decrease taxes.” Angelovski adds that “this might make Slovenia less attractive to foreign investors or businesses. But we will need to wait for proposals before jumping to any conclusions.”

Additionally, Angelovski notes that the government plans to have more restrictive policies with regard to privatization. “For that reason, we expect less M&A activity with businesses owned by the Slovenian government,” he says. “We also expect changes to the management of those government companies.”

Angelovski highlights that some positive developments are also expected. “Considering his background, the new prime minister announced that he would like to encourage investments in the renewable energy sector and reorganize energy policy,” Angelovski explains. “We expect more investments in the energy field, including in large-scale solar power plant projects. The new government will likely aim to attract foreign capital and there will be some movements in that direction.”

“Further, even with the introduced measures and general economic uncertainty, there is an active M&A sector in Slovenia,” Angelovski notes, adding that there is a high appetite among foreign companies in terms of local acquisitions. “The increasing prices and geopolitical situation have hit some construction companies, yet there is an appetite for mezzanine finance to bridge the liquidity gap. If inflation goes up, and other negative economic trends would start to apply, some businesses are likely to fail and face restructuring processes. Still, we are quite prepared for this, since we, at least from the legal point of view, faced something similar during Slovenia’s acute financial crisis in 2014, and we learned how to circumvent it.” On a brighter note, Angelovski says “the healthcare and agriculture sectors are doing well in Slovenia,” noting that “we also have a lot of innovative companies, readby to be invested in by the VC market.”

Angelovski also highlights the challenges faced by the Slovenian market. “Some business entities, especially some manufacturing suppliers, on the other hand, are susceptible to the European markets,” he points out. “In addition, real estate prices at the moment are increasing massively, and the market could be shaken – this might spell trouble for some. In general, we are an export-oriented country and what happens in Europe influences us a lot.” Finally, Angelovski says, “from agriculture and farming to the legal profession itself, there is a significant shortage of employees, especially for low-paying positions, but felt across the board. This is something that all our clients are concerned about.”

ESG is undoubtedly one of the hottest topics not only in the compliance community but also in the legal one.

Last month, I participated in a round table organized by the European Institute of Compliance and Ethics on the future and challenges of sustainable business, exclusively attended by compliance and business ethics professionals from Slovenia. The initial main topic was the proposed Directive on Corporate Sustainability Due Diligence and how to prepare for it, however, the discussion soon moved to more current ESG-related topics, due to the early stage of the directive legislative process and its expected date of implementation at the earliest in 2026.

According to one of the lecturers, currently both the Regulation on the establishment of a framework to facilitate sustainable investments (the Taxonomy Regulation) and the Sustainable Finance Disclosure Regulation (SFDR) are causing significant problems in practice in Slovenia, as both are, to some extent, still works-in-progress with quite a few open questions, whereas, from a practical point of view, the main problems are the technical standards of both regulations and the determination of key performance indicators for the Taxonomy Regulation.

One of the lecturers at the round table coined the phrase “green regulatory reporting tsunami,” as, apart from the above-mentioned regulations and directives, in April 2021, the EU Commission has adopted additional relevant regulations, where the practical implementation is a moving target.

From a Slovenian bank compliance manager’s point of view, the whole situation is reminiscent of a Hitchhiker’s Guide through the ESG galaxy.

Fortunately, we also spoke about positive developments, almost all based on voluntary actions and commitments. As laudable as voluntary commitments are, they are not risk-free. Companies should be very careful when formulating targets and commitments toward climate actions (specifically net-zero strategies and climate pledges) through advertisements, internal policies, or otherwise. At a minimum, they should review, on a regular basis, what steps have been taken to achieve those goals. Our observation in Slovenia is that large multinational companies where the shareholders (mainly family-owned) and management support ESG and are prepared to invest in it and small companies are seriously engaging with ESG, while mid-sized companies and a lot of state-owned or controlled companies have not yet started to do so.

We also increasingly see the use of ESG-related clauses in share purchase and facility agreements, mainly driven by foreign investors and lenders, as well as, to a limited extent, in some public procurement procedures, where the tendering body is far from fully exploiting the ESG potential at its disposal.

While there are some positive developments and efforts in the private sector, the Slovenian legislator is not exactly excelling in implementing and actively supporting the further development of ESG.

Traditionally, the Slovenian legislator is not the fastest in implementing directives – which again proves to be true in relation to the Whistleblower Directive. To date, the directive has not been implemented and whistleblowers in Slovenia are protected by more than eight specific uncoordinated sectoral statutes, which limit the definition of irregularities to certain areas and only cover certain types of persons. It should be further noted that there are no penalties or other consequences for employers who fail to implement the reporting structure under current legislation.

Likewise, the legislator concentrated, in its recent overhaul of the Construction Act, rather on procedural changes and did not use the opportunity to implement any significant changes in relation to the sustainable use of natural resources. While on the one hand this goal was programmatically written into the law, nothing has been done on the ordinance level to enable that goal to be

Further, we observe advertising campaigns that are already very reminiscent of greenwashing, in terms of their content. So far, we are missing greenwashing court cases in Slovenia, like the Alcantara case in neighboring Italy, the Dutch KLM case, or the very recent Rawson v. Aldi case in the US, and, unfortunately, we do not expect that we will get any in near future.

In conclusion, there are many problems and challenges associated with an active ESG environment and policy but, while the road to get there might be long, there certainly is a drive in the right direction.

Ales Lunder, Partner, Senica

This Article was originally published in Issue 9.7 of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

ODI Law has advised Holding Slovenske Elektrarne on a EUR 350 million cross-border syndicated debt refinancing.

HSE is the state-owned parent company of the HSE Group. According to ODI, “the company’s business activities are based on the sale and trading of electricity and heat, carbon dioxide emission certificates, certificates of origin and other renewable energy certificates, optimization of HSE Group’s production, provision of system services necessary for the operation of the electricity system, and the management and implementation of energy projects.”

The ODI team was led by Partner Suzana Boncina Jamsek.