Introduction

1. The legal framework

2. 11.1 The Republic of Slovenia, following dissolution of the former Socialist Federal Republic of Yugoslavia (‘SFRY’) in 1991, continued to apply the majority of the former federal legislation to the extent that such legislation was not contrary to the constitutional order of the independent Republic of Slovenia. In its effort to establish its own legislative framework as soon as reasonably practicable, Slovenia revised important former federal laws and regulations in an expedient manner.

3. The first law of the Republic of Slovenia relating to issuing, offering and trading of securities was passed in 1994; the legislative framework relating to securities was thereafter substantially revised in 1999 with the new Securities Market Act (the ‘ZTVP’, Zakon o trgu vrednostnih papirjev), which also replaced some securities-related provisions previously included in other regulations such as the Law on Takeover of 1997 (‘ZPre’, Zakon o prevzemih) and the Law on Investment Funds and Management Companies of 1994 (the ‘ZISDU’, Zakon o investicijskih skladih in družbah za upravljanje).

4. 11.2 Slovenia implemented the Prospectus Directive with some delay through the substantial revision of the 1999 Securities Market Act in 2006 (the ‘ZTVP-1’, Zakon o trgu vrednostnih papirjev), which was published in the Official Journal of the Republic of Slovenia on 17 March 2006.

5. The provisions of ZTVP-1 complied in most respects with the provisions of the Prospectus Directive; however, there were some differences in defining its field of application.

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