Banking & Finance

Other areas of expertise:

The financial sector lies at the heart of every economy, comprising banking services and lending, cross-border transactions, and new investment instruments.

Market dynamics, regional financial system integration, and increasingly strict regulatory requirements make banking and finance one of the most complex branches of law.

For companies, banks, investors, and financial institutions, the key challenge is to strike a balance between business objectives and compliance with the regulatory framework.

In this process, lawyers who understand both local regulations and international best practices play a crucial role.

The Zunic Law team combines precisely this: in-depth knowledge of banking and financial regulations, long-standing experience, and an international perspective.

Why Zunic Law for Banking and Finance?

Extensive experience – our team has been involved in advising domestic and international clients in all segments of banking and finance.
Regulatory framework expertise – we monitor and apply national and international regulations, including EU standards.
Practical and innovative solutions – we combine legal expertise with an understanding of clients’ business goals.
Multidisciplinary approach – expertise from corporate law, insolvency, restructuring, and foreign exchange operations is interconnected.
End-to-end support – from opening bank accounts to complex financial transactions and dispute resolution.

Our Approach

Our approach is based on providing clients with clear, practical, and internationally comparable guidelines in the field of banking and finance.

We first analyze the regulatory framework and the client’s specific needs, then define an action plan and provide support in implementation.

We place special focus on risk prevention through internal policies and procedures, as well as on effective dispute and regulatory resolution.

In this way, we ensure clients remain compliant while achieving their business objectives.

Key Practice Areas in Banking & Finance

Business compliance with banking regulations
General banking
Open banking
Foreign exchange transactions and international operations
Insolvency and restructuring in the financial sector
NPL portfolios (non-performing loans)
Project and structured finance
Investment funds and capital markets
Sustainability and “green finance”

Below are details by area, with an emphasis on the concrete results we deliver.

1) Business Compliance with Banking Regulations

We advise clients concerning national and international banking regulations, including NBS regulations and EU directives.
We draft internal policies and procedures ensuring business compliance with regulatory requirements and market standards.
We conduct internal audits and gap analyses to identify risk areas and propose measures to eliminate them.
We represent clients before regulatory bodies during inspections and supervision proceedings.
We advise on reporting procedures to regulators and implementing compliance programs in financial institutions.

Result: legally secure operations aligned with regulations, minimizing the risk of fines and reputational damage.

2) General Banking

We provide legal support related to opening and managing accounts with domestic and foreign banks.
We advise on drafting, negotiating, and executing loan agreements, guarantees, promissory notes, and collateral instruments.
We analyze lending conditions and advise clients on the best options in line with the law and legal practices.
We assist clients in resolving disputes with banks and financial institutions.
We prepare standardized contractual models for internal use by financial institutions.

Result: legal certainty in day-to-day banking operations and protection of clients’ interests.

3) Open Banking

We advise banks and fintech companies on implementing open banking regulations, including obligations under the PSD2 directive and relevant local laws.
We help clients develop internal policies and procedures for secure and compliant data exchange with third parties.
We advise on legal aspects of contracts between banks, payment service providers, and users in the context of open banking.
We provide support in data protection and compliance with GDPR and local data protection laws, given that open banking involves sharing sensitive financial information.
We represent clients before regulators and assist in obtaining the necessary licenses or authorizations to operate.

Result: secure, transparent, and legally compliant implementation of open banking systems, enabling clients to take advantage of fintech innovations and new market opportunities.

4) Foreign Exchange Transactions and International Operations

We advise on foreign exchange regulations, including approvals and reporting obligations.
We draft and review international loan, credit, guarantee, and financial arrangement agreements.
We help companies comply with laws when receiving foreign investments or making cross-border payments.
We represent clients before the NBS and other institutions regarding cross-border transfers and financial controls.
We advise on compliance with international standards in payment operations and investment flows.

Result: legally secure foreign exchange and international transactions, opening doors to global business.

5) Insolvency and Restructuring in the Financial Sector

We assist financial institutions and companies in crisis situations involving liquidity and solvency problems.
We advise on debt restructuring options and negotiations with creditors.
We prepare reorganization plans in accordance with the law and represent clients in dispute resolution proceedings before courts.
We represent banks and creditors in bankruptcy proceedings, protecting their rights to maximum recovery.
We also advise on transactions carried out within bankruptcy proceedings (asset purchases or sales).

Result: preservation of value and lawful procedures enabling a fresh start or controlled business closure.

6) NPL Portfolios (Non-Performing Loans)

We advise banks and investors on the sale and acquisition of NPL portfolios.
We conduct due diligence of claims and collateral instruments.
We negotiate and draft sale and purchase agreements on NPL portfolio.
We advise on collection and restructuring strategies after portfolio acquisition.
We provide legal support to investors seeking to optimize returns through collection or debtor reorganization.

Result: efficient and secure NPL management, maximizing recovery for banks and investors.

7) Project and Structured Finance

We advise clients on legal aspects of financing major infrastructure and energy projects.
We draft and negotiate loan, guarantee, and collateral agreements in complex transactions.
We assist in structuring financial arrangements in line with regulatory requirements and investor needs.
We coordinate work with international financial institutions and banks.

Result: legally secure and efficiently structured projects ensuring stable financing and protection of all participants.

8) Investment Funds and Capital Markets

We support investment funds and managers in their establishment and operations in accordance with applicable laws.
We advise on compliance with capital market laws and regulatory rules.
We assist in preparing prospectuses, reports, and other mandatory documents.
We represent clients in proceedings before the Securities Commission.

Result: safe and transparent operations of investment funds and capital market participants.

9) Sustainability and “Green Finance”

We advise clients on legal frameworks for green bonds, ESG financing, and sustainability-linked loans.
We help banks and companies integrate ESG criteria into their financial products.
We monitor EU regulations (e.g., Taxonomy, SFDR) and assist clients in implementing them in their business.
We draft internal policies and procedures for sustainable finance reporting.

Result: compliance with global trends and access to new forms of ESG-based financing.

What Collaboration with Us Looks Like

Initial analysis – assessing the regulatory framework and client’s financial goals.
Strategy definition – developing an action plan that combines compliance with business needs.
Documentation preparation – drafting contracts, internal acts, and regulatory filings.
Representation before institutions – representing the client before banks, regulators, and courts.
Continuous support – providing ongoing advice and training for long-term stability and compliance.

Examples of Completed Projects (Non-Confidential)

Regulatory compliance – drafted internal policies for aligning a bank’s operations with international standards.
International credit transaction – advised a domestic company regarding a loan agreement with a foreign creditor.
Financial institution restructuring – represented a bank in reorganization proceedings and negotiations with creditors.
NPL portfolio – conducted due diligence and advised an investor during an NPL acquisition.

Vitomir Žunić

Marija Medić Racić

Kristina Jevtić

Frequently Asked Questions (FAQ)

1. What are the key regulatory obligations for banks and financial institutions in Serbia?

Banks and financial institutions in Serbia operate under the Law on Banks, the Law on Foreign Exchange Operations, the Law on Payment Services, and numerous by-laws issued by the National Bank of Serbia (NBS).

Key obligations include adequate reporting, maintaining liquidity and capital, as well as compliance with consumer protection and anti-money laundering rules.

Our team closely monitors regulatory changes and helps clients adapt in time, avoiding the risk of fines and reputational damage.

2. Can a foreign company open an account in Serbia, and what are the steps?

Yes, foreign companies can open an account in Serbia, but the process depends on the legal form and nature of the business.

Required documentation includes registration papers, ownership structure, and the purpose of account opening, while banks often request additional data under AML regulations.

We provide full support in communication with banks, preparing documentation, and negotiating account opening and management terms, ensuring a fast and efficient process.

3. How are cross-border loans and credits regulated?

Cross-border loans and credits fall under foreign exchange regulations, meaning contracts must be reported to the National Bank of Serbia.

Additionally, contracting parties must ensure loan terms comply with local laws and tax rules.

Our team reviews contracts, prepares necessary filings, and advises on optimal transaction structuring.

This gives clients the assurance that obligations are lawfully undertaken and that future disputes with regulators are avoided.

4. Is it possible to purchase an NPL portfolio in Serbia, and what are the risks?

Yes, purchasing NPLs is permitted and increasingly common on the domestic market.

However, such transactions carry risks, from the legal status of collateral, registered pledges, to potential lawsuits.

Our team conducts detailed due diligence, identifies risks, and assists in negotiations with banks and sellers.

This ensures investors know exactly what they are buying and maximally protect their investment.

5. What are the first steps in restructuring a financial institution?

Restructuring begins with a comprehensive financial analysis and identification of problems – liquidity, capital adequacy, NPLs, or regulatory violations.

A restructuring plan is then prepared, which may include debt reprogramming, NPL portfolio sales, or reorganization of business units.

Our team engages in negotiations with creditors, regulators, and investors, then represents the client in all necessary proceedings. This ensures a lawful and sustainable business recovery.

6. Are guarantees and promissory notes mandatory in every loan arrangement?

No, loan security depends on the agreement with the bank and the type of transaction.

For smaller loans or clients with good credit history, banks sometimes do not require additional security instruments.

However, for larger loans or more complex arrangements, guarantees, promissory notes, and pledges are standard practice.

Our team advises clients on negotiations with banks and the preparation of security instruments that are proportionate and do not overly burden operations.

7. How long does the process of business compliance with banking regulations take?

The duration depends on the complexity of operations and the scope of necessary changes.

For smaller companies, a few weeks may suffice to implement basic policies and procedures, while for banks and financial institutions, the process may last months, especially if it involves alignment with international standards (e.g., Basel III, EU regulations).

Our team prepares phased implementation plans, enabling clients to quickly achieve minimum compliance, then gradually improve processes.