Legal & Tax One Stop Shops · 07 / 12

Internal Corporate and Financial Acts in Bosnia and Herzegovina

Structured, efficient and compliant management of corporate affairs, internal acts, and related regulatory obligations before competent authorities

Designed for companies, organizations, and investors seeking strategically structured, legally compliant, and efficient drafting of internal corporate and financial acts in Bosnia and Herzegovina (BiH).

What We Do and How We Do It

  • Efficient, structured, and compliant provision of legal advice in the field of corporate and financial law, as well as services for drafting and aligning internal corporate and financial acts in BiH
  • Precise identification of required internal corporate and financial acts in accordance with the client’s business activities and business model
  • Effectively managed, clearly defined, and phase‑based process from initial structuring to full drafting and alignment of internal corporate and financial acts in accordance with applicable regulations and legal practice
  • Timely identification of potential legal and tax implications of the project (in advance – prior to its implementation)
  • Dedicated legal support in drafting and aligning internal corporate and financial acts
  • Parallel integration of legal, financial, tax, and regulatory aspects
  • Mitigation of risks related to regulatory irregularities, disputes, and potential sanctions
  • Structured and compliant management of internal corporate and financial acts
  • Legal certainty through precise application of corporate, financial, and tax regulatory regulations, as well as legal practice
  • Compliance with applicable regulations, legal practice, and requirements of competent authorities
  • Centralized communication and coordination of all activities
  • Continuous communication and timely client reporting
  • Optimization of time and resources through efficient project management
MORE INFORMATION: What We Do and How We Do It+

Comprehensive legal support in the field of corporate and financial-regulatory law in BiH, focused on the drafting and/or alignment of internal corporate and financial acts with applicable regulations, as well as relevant judicial and inspection practice, while simultaneously providing legal support in relation to corporate and financial disputes, misdemeanor proceedings, and related financial-regulatory matters.

In practice, properly aligned internal corporate and financial acts represent a key tool for clearly regulating corporate and financial rights and obligations, ensuring more efficient management, and reducing the risk of disputes and misdemeanor sanctions. In this context, establishing internal legal certainty through properly structured and compliant internal acts represents an important element of stable and responsible business operations.

A significant number of internal corporate and financial acts constitute a legal obligation of a legal entity, and their failure to be adopted or their adoption in a manner not compliant with applicable regulations may expose a legal entity and its responsible person to misdemeanor sanctions. At the same time, certain internal acts, although not expressly prescribed as mandatory, represent recommended practice as they contribute to a clearer regulation of mutual rights and obligations. Certain internal acts also have particular significance from a financial, tax, and regulatory perspective, especially in the context of the proper application of applicable regulations in BiH.

We particularly note that a significant portion of corporate and financial regulations (especially in the area of direct taxes) applicable to the private sector in BiH falls within the competence of the entities and the district, each of which has its own laws, by-laws, inspection authorities, and courts competent for handling matters in these areas. Accordingly, operating across multiple jurisdictions within BiH requires a coordinated and aligned approach in order to ensure full legal compliance in all relevant aspects of business operations.

Our One Stop Shop approach is based on a detailed understanding of applicable regulations and legal, judicial, and inspection practice, as well as on a clearly structured management of the process. We provide clients with precise guidance regarding the content and scope of the required documentation, as well as the sequence of actions, along with prior verification of the compliance of all elements before their implementation, whereby the identification of the required internal corporate and financial acts is carried out in detail in accordance with the client’s registered business activities and specific business model. This contributes to the quality and legal certainty of internal acts, reduces the need for subsequent corrections, and minimizes the risk of disputes or actions by the competent inspection authorities.

Through this approach, the client has a single point of contact throughout the entire process, with clear communication, efficiency, coordinated management of all activities, and regular written updates on all initiated or completed legal actions, thereby enabling a systematic and efficient implementation of projects while simultaneously relieving the client of organizational and administrative burdens.

Within this One Stop Shop, we provide, inter alia, the following services:

  • legal advisory and analysis of applicable corporate and financial-regulatory regulations, as well as relevant legal, tax, judicial, and inspection practice;
  • drafting and/or alignment of internal corporate and financial acts;
  • provision of oral and/or written instructions for the proper implementation and application of internal acts in practice;
  • financial tax regulatory advisory in relation to the aforementioned areas.

Legal and financial tax regulatory aspects are considered in parallel and in a coordinated manner, enabling more efficient process management and a more rational use of time and resources, while reducing the need to engage multiple advisors.

Further information on our services in the field of corporate and financial-regulatory law is available in the explanation below.

ADDITIONAL INFORMATION: General Overview of the Most Important Internal Corporate and Financial Acts+

Below we provide a general overview of the most important internal corporate and financial acts that, among others, we can prepare for our clients.

GENERAL OVERVIEW OF THE MOST IMPORTANT INTERNAL CORPORATE AND FINANCIAL ACTS

Corporate Area
  1. All types of Decisions on the establishment of legal entities in BiH (with amendments);
  1. All types of Statutes/Articles of Associations of legal entities in BiH (with amendments);
  1. All types of Decisions on the appointment of management and/or procurators and/or supervisory boards of legal entities in BiH (with amendments);
  1. All types of corporate powers of attorneys;
  1. Filling in the information in the Book of Shares (applicable for limited liability companies);
  1. Rulebook on the manner of use, keeping, number and destruction of seals of legal entities – with Schedule 1: Records of users _ possessors of seals _number, imprint of seals, etc.;
  1. Decision on the creation of seals of a legal entity;
  1. Rulebook on the manner of use, storage, number and destruction of facsimiles of a legal entity – with Schedule 1: Records of users _possessors of facsimiles _number, imprint of facsimiles, etc.;
  1. Decision on the creation of facsimiles of a legal entity;
Finance Area
  1. Rulebook on accounting;
  1. Rulebook on accounting policies;
  1. Rulebook on financial operations;
  1. Rulebook on the list of assets, receivables and liabilities;
  1. Rulebook on the method of calculating the depreciation, write-off of value of fixed assets and small inventory;
  1. Rulebook on cash/treasury operations (applicable only if a legal entity has a cash register);
  1. Decision on the determination of the Annual Financial Statements for 20XX (template);
  1. Decision on the adoption of the Annual Financial Statements for 20XX (template);
Trade and Pricing Area
  1. Rulebook on the Conditions of Sale of Products _Goods and Services, with schedules:

Schedule 1: General Terms and Conditions of Sales _Operations,

Schedule 2: Form _Objection _Complaint;

  1. Rulebook on the conditions and manner of price formation;
Anti-money laundering
  1. Guidelines in the implementation of obligations in the prevention of money laundering and terrorist financing;
Management with various documents of a legal entity
  1. Rulebook on archiving documentation of a legal entity, with schedules:

Schedule 1: List of categories of registry materials with retention periods,

Schedule 2: Request to the Archive for approval of the list of categories of registry material with retention periods,

Schedule 3: The Archive Book,

Schedule 4: Submission/letter to the Archive regarding the delivery of a copy of the archive book;

  1. Rulebook/Decision on the receipt of mail, its entry in the books of the legal entity and distribution to the management/departments/employees;
Other
  1. All other internal working acts/documents that are prescribed in the applicable regulations in the field of corporate and financial law in BiH (Note: the identification of the required internal acts is done in detail in accordance with registered business activities).

All One Stop Shops