COMPLIANCE – COMPANY LAW AND CRIMINAL LAW PERSPECTIVES

Апстракт

Compliance is an important topic from both company law and criminal law
perspectives. However, it is generally not sufficiently discussed in Serbian legal
literature. This is true to an even greater extent regarding the intersection between
company law and criminal law. It this paper, the authors provide an overview of the
rules referencing compliance function in Serbian laws which govern companies and
their organization, as well as in codes applicable to both the public and private
sectors. Because new laws are often adopted or the laws in force are amended in
Serbia, it is not easy to interpret and comply with laws. Serbian legal system
recognizes liability of legal persons for criminal offences, but the Law of Liability
of Legal Persons for Criminal Offences is rarely applied in practice. On the other
hand, liability for economic offences is much more common. Therefore,
compliance system is also a crime prevention measure that could lead to reduction
of costs for companies, but specific conditions as, for example, law application,
must be taken into account in order to understand the compliance system effects on
company behaviour. After outlining the relevant rules, the authors present the
findings of their research which was carried out by analysing the codes of ethics
and corporate governance codes of several Serbian companies and their approaches
to compliance. Specifically, the authors examined the compliance programs of the
40 most successful companies in Serbia in 2023. The authors conclude that more
than half of the companies in the sample acknowledge and publish some elements
of their compliance programs on their websites. The most common elements are
the whistle-blowing procedure and the code of ethics. Compared to other research
conducted abroad, it can be concluded that while companies in Serbia recognize the
importance of compliance, there is still room for improvement in terms of the
number of companies that publicly share their compliance efforts, as well as the
content and quality of these reports.