Category: Corporate law in The Netherlands
In the Netherlands, a shareholder can exert influence on the board in different ways. A shareholder now has the (relatively new) option to convene a shareholders’ meeting through the provisional relief court. In a recent case, the Dutch Court gave an opinion on this right to put an item on the agenda. Corporate lawyer Martijn Kesler explains.
Read more about: Substitute authorization for shareholders’ meeting
In the Netherlands, bank guarantees are common financing arrangements and are used to obtain (nearly absolute) security for the underlying legal relationship. This security sometimes creates unusual situations. Such an unusual situation was brought before the Dutch Court in this case. Dutch corporate lawyer Martijn Kesler explains.
Read more about: Do bank guarantees provide security for underlying legal relationship?
Shortly before last month’s Feast of Sacrifice, a Muslim slaughterhouse instituted preliminary relief proceedings against the Dutch State. The slaughterhouse wanted to get rid of the imposed slaughter instructions drawn up by the Netherlands Food and Consumer Product Safety Authority (NVWA). If the slaughterhouse were to follow these instructions on slaughter, its meat would no longer be halal. In this remarkable case, entrepreneurship and religion played important roles. The Dutch lawyer Heleen Ceelen explains the ruling.
Read more about: Muslim slaughterhouse sues State for instructions on slaughtering
Marital attachment is a special type of preservation order that one of the spouses can apply on assets of the (dissolved) common estate. In a recent preliminary injunction between a divorcing couple, it was questioned whether or not a marital attachment on the shares of a spouse in his company is possible. Hidde Reitsma, lawyer specialising in attachment and execution proceedings, discusses the decision of the preliminary relief Judge.
Read more about: Marital attachment of spouse’s shares in BV: is that possible?
Creditor X was ordered by the Dutch court to pay more than € 45,000 to a private limited company. Creditor X complied with this judgement. This judgement was overturned on appeal. As a result of this the limited company had to repay this sum to the creditor on the grounds of undue payment. However, at that time the limited company had insufficient funds to be able to comply with the payment obligation. The private limited company also went bankrupt soon thereafter. Can the creditor hold the director personally liable for repayment? Dutch corporate lawyer Thomas van Vugt explains on the basis of a recent case.
Read more about: Director personally liable for debt to creditor?
If a commercial partnership (VOF) is terminated, there is often a debate about the division of the assets. An independent audit report can be a solution in such cases. But can a partner claim his share in the undivided community of a commercial partnership prior to the division? This issue was addressed in recent court proceedings. Dutch corporate lawyer Hidde Reitsma explains this case.
Read more about: Right to claim in undivided community in commercial partnership
Following on from several global commercial centres (London, Dublin, Singapore, Delaware (US) and Dubai, The Netherlands shall open a ‘Commercial Court’ on 1 January 2017, to resolve international trade disputes. This idea by the Council of the Judiciary dates back to 2014, but is now being implemented. But what does it mean exactly and what is the added value for the existing legal practice? AMS lawyer Marco Guit explains.
Read more about: Netherlands Commercial Court shall open its doors in 2017
The bank demanded joint and several liability from a third party for financing acquired by a company. The company itself could not repay the bank for the financing at the agreed time. The third party then distributed practically its entire capital as a dividend to the shareholders, which meant that the bank could not recover its claim from this third party. The bank subsequently held the directors of that third party accountable for the repayment. Corporate lawyer Hein Hoogendoorn explains how the court reached its ruling in this case.
Read more about: Directors liable for unlawful dividend distribution