CROATIA Law and Practice Contributed by: Iva Basarić, Marija Gregorić and Matija Skender, Babic & Partners
6.4 Antitrust/Competition Enforcement Prohibition or Clearance With Conditions The CCA has the power to prohibit (block) the con - centration or clear the concentration with conditions attached. In the case of a conditional clearance, the parties may start implementing the concentration from the date of delivery of the CCA’s conditional clearance decision. If the parties do not satisfy the conditions imposed by the CCA, the CCA will annul or amend the conditional clearance decision (depending on the rea - son for non-compliance with the conditions imposed). Imposition of Remedies The CCA also has the power to impose structural and behavioural remedies after the concentration (ie, investment) has been implemented, in cases of imple - mentation contrary to the CCA’s prohibition decision or if the concentration was implemented without fil - ing a notification on the intended concentration to the CCA. Imposition of Fines In the case of implementation of a prohibited concen - tration, the CCA may also impose a fine of up to 10% of the undertaking’s worldwide annual turnover for the last financial year for which there are complete finan - cial statements. In addition, failure to notify a concen - tration to the CCA, as well as the implementation of a concentration ahead of the CCA’s clearance, may be subject to a fine of up to 1% of the undertaking’s worldwide annual turnover for the last financial year. Challenges to Decisions of the CCA The CCA’s decisions on prohibition or conditional clearance of a concentration, as well as its decisions on the imposition of fines, are not subject to appeal, but may be challenged by administrative claims before the High Administrative Court of Croatia.
liament only very recently (ie, on 24 October 2025) and came into force on 13 November 2025. The FDI Act provides a general framework for the FDI screening regime; however, details of the process are expected to be further regulated by the implementing regulation, which is yet to be adopted. Under the FDI Act, the regulator in charge of the FDI screening process is the Commission for Screening of Foreign Investments (the “Commission”) and the Ministry of Finance. The Commission is authorised, inter alia, to analyse and assess the risk of negative effects of foreign investments, and to render opinions based on which the decision in the FDI screening pro - cess will be reached by the Ministry of Finance. Under the FDI Act, the Commission will be established on the basis of the Decision of the Croatian government, which is expected to provide details concerning the organisation and functioning of the Commission. As of the early January 2026, the process of establishing the Commission is ongoing. Under the FDI Act, the foreign investor may be: • any individual who is not a citizen of Croatia or another EU or European Economic Area (EEA) member state (including dual nationals who also hold third country citizenship) and stateless per - sons; • any legal entity incorporated under the laws of a non-EU and non-EEA member state (including trusts and similar foreign legal forms); • any investment migration intermediary (as regu - lated by Regulation (EU) 2024/1624); • any legal entity established in Croatia or another EU or EEA member state that is directly or indi - rectly controlled by a foreign investor or by a public body of a third country; and • any subsidiary or branch in Croatia or another EU or EEA member state that is directly or indirectly controlled by a foreign investor or by a public authority of a third country. Process and Timeline FDI screening filing is required in instances where a foreign investor (as defined under the FDI Act) acquires or increases/decreases its qualified hold - ing (which is set as at least 10% of shares or voting
7. Foreign Investment/National Security 7.1 Applicable Regulator and Process Overview General Overview
The Croatian Act on Screening of Foreign Investments (the “FDI Act”) has been adopted by the Croatian Par -
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