If a BV has more than one shareholder, usually the agreements between the shareholders are recorded in a shareholders’ agreement. A shareholders’ agreement can include agreements that are contrary to the articles of association or legal regulations. Although the law contains several rules on the relationships between shareholders and – in case of BV’s – stipulations that have to be included in articles of association to restrict the transfer of shares, this does not mean that shareholders can draw up all types of arrangements to circumvent these legal regulations. The lawyers at law firm AMS in Amsterdam can help you to draw up a shareholders’ agreement or articles of association, customized to your needs, can advise you on the (in) validity of certain stipulations and assist you in a dispute (legal action) with other shareholders.
A shareholders’ agreement is always customized. It is important for a Dutch lawyer to know what exactly the shareholders want to arrange on various matters, including:
The articles of association of a company in The Netherlands (usually a private limited company = a BV) include rules on the relationships between shareholders: how and when are decisions taken, which decisions require a supermajority of votes, etcetera. If the articles of association fail to regulate these matters, the Civil Code of The Netherlands (BW) provides general rules on the relationships between shareholders. Law firm AMS in Amsterdam has years of experience in assessing, drawing up and litigating in shareholders’ agreements. Our lawyers are highly involved with their client’s interests and offer a sharp and transparent fee structure. Should you require more information or should you have any question with respect to legal advice or litigation in The Netherlands, please feel free to contact one of the corporate lawyers our law firm.