Legal form and structure of companies
Companies
Corporate law regulates the relations between the parties involved in a public limited company (N.V.) or a private company with limited liability (B.V.) such as the shareholders, the executive board and the supervisory board. We provide advice on the incorporation and organisation of your company and will prepare all necessary legal documents, such as articles of association, management regulations, shareholders agreements, powers of attorney and letters of indemnity. We will also represent you in proceedings in and out of court concerning corporate disputes between shareholders, with directors or supervisory directors, disputes concerning anti takeover measures, and in inquiry and buy out procedures.
Other legal forms
In addition to the N.V. and the B.V., there are various other Dutch and European legal forms which play a major role in corporate law such as commercial partnerships (V.O.F.), limited partnerships (C.V.), co-operatives, foundations and the Societas Europea (SE). Our specialists will be pleased to advise you about all matters relating to the set-up, functioning or termination of these organisations.
Restructuring
In both small and large groups of companies, questions may arise about the way in which the companies of the group should be organised in the best possible way, both individually and in relation to each other. Tax aspects are a very important element in this discussion. On a domestic and international level it is often possible to realise substantial savings by restructuring the group of companies. Legal aspects are also extremely important, such as the limitation of liability risks and employment law issues. It may be necessary to restructure when faced with insolvency, for example through the realisation of a relaunch scenario for one or more companies. We have signifi cant experience in the implementation and management of large scale international reorganisations, working in close conjunction with our extensive international network and the specialists of Ernst & Young Tax Advisors.
Notarial services in the corporate law area
Our civil law notaries are experienced and knowledgeable where incorporation of legal entities is concerned, ranging from the N.V. and the B.V. to associations, co-operatives and foundations. Our notarial corporate law practice is involved on a daily basis with converting legal entities into different legal forms, setting up of anti takeover arrangements, implementing amendments to articles of incorporation, mergers and divisions and the issuance and transfer of shares.
