Company Name Possible in All Union Languages

According to the multitude of laws and amendments that the Croatian legislator is burying us under, it seems that even worse times are coming after July 1st.

Namely, from that day, the day of our full membership in the EU, European legal acquis has become an integral part of our legal system, meaning about 140,000 pages of text (of which about 30,000 relate to judicial practice) that need to be mastered. If we imagine that someone with significant business knowledge and experience can master, for example, 20 pages a day, it is clear in advance that even for experts, for professional lawyers, this is an impossible task as they would need 7,000 days just for basic reading of the texts. Seven thousand days means 20 years to read everything, while at the same time, every year, an additional five or six thousand pages of text are added.
This will be a challenge for lawyers as top experts, let alone entrepreneurs. The only solution is specialization, that is, the selection of a somewhat narrow area in which someone will operate; if someone needs something from another area, they will need to consult another specialist.

Unnecessary Difficulties One of the rare interventions by the legislator that is completely clear in practice, which should not cause any problems even for non-experts, is the recent amendment (change and addition) to the Companies Act (hereinafter: ZTD), which is otherwise known as one of the best Croatian laws, one of those that is devoid of any political maneuvering and in which the profession has had a decisive voice from the beginning.
Until recently, everyone who decided to establish a company had significant problems with determining the company name. In fact, the company name is the name under which the company operates and participates in legal transactions. The company name of a trading company must be clearly distinguishable from the name of another trader registered in the same court registry. Namely, the ZTD stipulated that foreign words could only be part of the company name if there was no appropriate Croatian word or if they were in a dead language. Therefore, proposals for company names often included countless pages (copies) from various dictionaries as attachments, and foreigners were particularly frustrated as they were not allowed to take over the company name they had in their home country. Amendments improved something, but the impression of significant, unnecessary difficulties remained, and we will never know how many investors withdrew from investing because of this and realized it elsewhere.

Amendment to the ZTD  Before entering full membership in the EU, the legislator finally decided on a major change (which we actually committed to in negotiations). The key 20th article of the ZTD has been changed (in effect since June 15, 2013), which now reads: ‘(1) The indication of the name of the company must be in the Croatian language and Latin script or in the official language of the EU member state and in Latin script, and Arabic numerals may also be used. Other components of the company must be in the Croatian language and Latin script.’
Now we must wait and see how the commercial (registry) courts will implement this clear provision in practice. Specifically, will they exhaustively compel parties to prove whether something corresponds to the phrase ‘in the official language of the EU member state’ or not.

The Problem with Cyrillic Finally, one remark: it is true that all EU member states, except Bulgaria, use Latin script. However, it remains questionable what happens if in some area of any EU country (including Croatia, let’s remember the example of Vukovar) there is also another official script (Cyrillic). If we ignore that, wouldn’t it have been more practical to stipulate the language of the EU member state and the corresponding script instead of the language of the EU member state and Latin script? If nothing else, we would spare ourselves unnecessary new amendments to the ZTD in the future (near or distant, as Serbia has received a date to start negotiations). If someone from Bulgaria were to become interested (and it is a full member of the EU where the official script is Cyrillic), it is clear that the ZTD would be changed (probably through an expedited procedure).