Company law is divided into following subchapters: capital market, company law and accounting and auditing.
When was the chapter opened?
Montenegro opened Chapter 6 – Company law on 18 December 2013 at the Intergovernmental Conference which took place in Brussels.
Montenegro has achieved high level of harmonisation with the EU acquis and it actively works on meeting the closing benchmarks. There are four closing benchmarks identified in this chapter, namely:
1. Montenegro adopts the Law on Capital Markets and relevant implementing legislation, aligning in particular with the Transparency Directive.
2. Montenegro adopts the new Law on Business Organisations and relevant implementing legislation, aligning it with Company Law acquis, in particular by introducing provisions on cross-border mergers.
3. Montenegro completes alignment with the Directive on Takeover Bids.
4.Montenegro fully aligns its accounting and statutory audit legislation, including implementing legislation, with the acquis. Montenegro establishes an independent and adequately funded public oversight body and a quality assurance system so as to comply with the rules on statutory audit.
o Currently, Montenegro considers that the greatest part of the first closing benchmark is completed, particularly when it comes to the legislative framework. In addition, the rest of the by-laws (planned to be adopted within three years from the day of entering into force of the Capital Market Law) do not affect the fulfilment of this benchmark.
o When it comes to the second closing benchmark, all activities were aimed at preparing and adopting the Company Law, which is adopted by the Government on 24 October 2019. This is the key Law in this area, and Montenegro is willing to continue harmonising the national legislation with the EU acquis when it comes to this important part of the chapter.
o Montenegro considers the third closing benchmark fulfilled.
o When it comes to the fourth closing benchmark, which deals with accounting and auditing, high level of alignment with the EU directives is achieved. Several by-laws remain to be adopted and Montenegro should also work on strengthening administrative capacities in this area.
What are the activities in the coming period?
The key obligation in pursuing the temporary closure of the chapter 6 is the adoption of the Company Law, which is currently in the Parliamentary procedure. IN addition, in the area of accounting and auditing Montenegro should adopt remaining by-laws and strengthen administrative capacities.
Institutions/organizations participating in the negotiation group?
Negotiator for Chapter 6 and Chief of the Working group come from the Ministry of Economy, as a key institution in charged for this chapter. Contact person from the Office for European Integration, as coordinating body in the negotiation process.
Members of the Working group are representatives of the following institutions/organisations: Ministry of Economy, Ministry of Finance, Commercial Court of Montenegro, Capital Market Authority, Faculty of Economics (University of Montenegro), Department for Public Revenues, Montenegrin Employers Federation, Chamber of Economy of Montenegro, NGO Movement for supporting Montenegro’s accession to the EU, Insurance Supervision Agency of Montenegro, Faculty of Law (University of Montenegro) and Institute of Accountants and Auditors of Montenegro.