SERBIA Law and Practice Contributed by: Nataša Lalović Marić, Jovan Mićović and Stefan Šilobad, Law Office Miroslav Stojanović in cooperation with Wolf Theiss
11.2 Aims of Activists There is no definite scope of the aims of shareholder activism (see 11.1 Shareholder Activism ). 11.3 Interference With Completion Shareholder activists do not generally interfere with the completion of announced transactions in Serbia. There have been cases of large privatisations where minority shareholders organised protests in order to prevent their completion, but this type of drastic activ - ism is rather rare in private M&A transactions.
out of court. In large M&A transactions, parties tend to agree on arbitration as a dispute resolution method. 10.2 Stage of Deal Disputes in connection with M&A deals in Serbia usu - ally arise out of the violation of purchase price obli - gations, breaches of representations and warranties and the enforcement of indemnities, post-closing cov - enants and termination. 10.3 “Broken-Deal” Disputes The COVID-19 pandemic brought an increase in MAC clauses in transaction documents. However, there are no publicly available court precedents in Serbia on the effects of MAC clauses on transactions. Shareholder activism has been increasing over recent years in Serbia. Minority shareholders tend to be active in joint stock companies, usually in order to: • include topics of their interest on the agenda of shareholders’ meetings; • challenge unlawful decisions of the shareholders’ assembly, directors and supervisory board mem - bers; • protect their acquired rights; and • fight unlawful takeovers and/or squeeze-out price calculations. 11. Activism 11.1 Shareholder Activism
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