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• Establishing A Business Entity In The Netherlands (Updated)

  TYPES OF BUSINESS ENTITIES - In the Netherlands, there is a distinction between entities which qualify as legal entities (‘rechtspersonen’) and partnerships (‘personenvennootschappen’) which do not. Legal entities are subjects of law and as such have rights and obligations. The rights and obligations of partnerships are held by the persons or legal entities for whose account the partnership is carrying on its business activities. Please see full Chapter below for more information.

• Buying and Selling Real Estate in the Netherlands (Updated)

  KEY FACTS OF REAL ESTATE ACQUISITIONS UNDER DUTCH LAW - Introduction - The purchase of an immovable property is a mutual agreement. Neither the seller nor the buyer has the obligation to make use of the services of a real estate agent. In practice actually one often sees that the seller instructs a real estate agent to act as an intermediary. A purchase agreement cannot be effected by the real estate agent himself: he is merely the intermediary. Should the seller engage a real estate agent, the seller must also pay the charges arising from the use of his services. Please see full Chapter below for more information.

• Netherlands: new legislative proposal Real Estate Transfer Tax

  1. Introduction (amendment of concurrence exemption for share transactions) The starting point of this proposal is that VAT is due (standard rate, currently 21%) by the seller on the supply of new real estate. Acquisition of existing real estate by Purchaser is generally subject to RETT (standard rate, currently 10,4%). However, it is possible to transfer new real estate via a share deal (instead of a direct supply of the real estate) where neither VAT nor RETT is due. However, VAT on the purchase of services acquired as part of the exempt share deal is not deductible and thus constitutes a cost for the seller, for example a developer. In practice, taxpayers use this tax-saving structure to reduce the tax burden when purchasing new real estate. This structure is of interest when VAT is a burden, such as when purchases are made by landlords of residential properties, (investors who rent to) educational institutions pension funds, insurance companies and healthcare providers. The current situation can be represented in a figure as follows: Please see full Publication below for more information.

• Bankruptcy, Insolvency & Rehabilitation Proceedings in the Netherlands (Updated)

  KEY FACTS OF BANKRUPTCY, INSOLVENCY & REHABILITATION PROCEEDINGS UNDER DUTCH LAW - I. Insolvency proceedings in The Netherlands - There are four law-regulated insolvency proceedings in The Netherlands: bankruptcy (faillissement), suspensions of payment (surseance van betaling), debt adjustment for natural persons (schuldsanering natuurlijke personen) and the confirmation of private plans (homologatie onderhands akkoord (WHOA)). Since the scope of this paper focusses on corporate entities, the debt adjustment for natural persons will not be discussed here. Please see full Chapter below for more information.

• Preventing and Resolving Tax Disputes - It is all bout knowing the rules of the game

  A tax dispute may arise in a myriad of ways. Disputes may arise as a result of questions raised by tax authorities, a random tax audit or from a targeted investigation. A dispute may also arise as a result of a transaction mentioned in the press or information received from another (foreign) authority. Disputes can even arise because a taxpayer filed a request with the tax authorities for certainty in advance (a tax ruling). Whatever the origin of the dispute, you will need to make strategic choices to resolve it. Please see full Memo below for more information.

• Establishing A Business Entity In The Netherlands (Updated)

  TYPES OF BUSINESS ENTITIES - In the Netherlands, there is a distinction between entities which qualify as legal entities (‘rechtspersonen’) and partnerships (‘personenvennootschappen’) which do not. Legal entities are subjects of law and as such have rights and obligations. The rights and obligations of partnerships are held by the persons or legal entities for whose account the partnership is carrying on its business activities. Please see full Chapter below for more information.

• Buying and Selling Real Estate in the Netherlands (Updated)

  KEY FACTS OF REAL ESTATE ACQUISITIONS UNDER DUTCH LAW - Introduction - The purchase of an immovable property is a mutual agreement. Neither the seller nor the buyer has the obligation to make use of the services of a real estate agent. In practice actually one often sees that the seller instructs a real estate agent to act as an intermediary. A purchase agreement cannot be effected by the real estate agent himself: he is merely the intermediary. Should the seller engage a real estate agent, the seller must also pay the charges arising from the use of his services. A real estate purchase agreement is often preceded by a pre-contractual stage. If the parties have agreed upon essential conditions, a purchase agreement has been achieved. Please see full Chapter below for more information.

• Bankruptcy, Insolvency & Rehabilitation Proceedings in the Netherlands (Updated)

  KEY FACTS OF BANKRUPTCY, INSOLVENCY & REHABILITATION PROCEEDINGS UNDER DUTCH LAW - I. Insolvency proceedings in The Netherlands - There are four law-regulated insolvency proceedings in The Netherlands: bankruptcy (faillissement), suspensions of payment (surseance van betaling), debt adjustment for natural persons (schuldsanering natuurlijke personen) and the confirmation of private plans (homologatie onderhands akkoord (WHOA)). Since the scope of this paper focusses on corporate entities, the debt adjustment for natural persons will not be discussed here. Please see full Chapter below for more information.

• Dutch Court orders Shell to reduce CO2 emissions by 45%

  On 26 May 2021, the Court of The Hague rendered a landmark decision in proceedings between Milieudefensie (a.o.) and Royal Dutch Shell plc (RDS). Milieudefensie claimed, in short, that RDS must reduce its CO2-emissions by 2030 with 45% compared to RDS’ emissions in 2019.

• The Shell climate case; a precedent setting judgment?

  The environmental group Friends of the Earth Netherlands (Milieudefensie) has gained a historic victory in court in the Climate Case against Royal Dutch Shell (RDS).

Featured documents

• "Dutch Authority Follows EU by Finding Private Equity Firms Liable for Antitrust Violations of Minority Held Companies"

  The Dutch competition authority (the Authority for Consumers and Markets, or ACM) has issued two decisions imposing fines on private equity firms for the participation of their portfolio company in the so-called flour cartel. The ACM’s decisions apply EU competition law in imposing parental...

• Dutch Court Sets Aside USD 50 Billion In Yukos Arbitration Awards

  In a judgment handed down on 20 April 2016, The Hague District Court set aside the awards in three arbitrations rendered against the Russian Federation in investment treaty cases brought by former shareholders in Yukos....

• Global Employee Equity at a glance: Netherlands

  Stock Option Plans: Employment - Labor Concerns - There is a risk of employees claiming that they are entitled to compensation for loss of rights under the Plan where the Plan is amended or discontinued or where their employment is terminated. There is also a risk that a court may allow...

• Kennis bestuurder/aandeelhouder wordt toegerekend aan vennootschap (Dutch)

  Recently a ruling from the Gelderland Court has been published which deals with the unlawful conduct of a company in granting a right of mortgage for the security of a debtor's debt....

• Netherlands Adopts US FDA-based UDI System for Medical Devices

  A voluntary agreement (link in Dutch) was consummated by the Dutch Ministry of Health, industry, and hospitals. According to an Emergo blog post, under the terms of the agreement, the Netherlands will adopt the US Food and Drug Administration’s Unique Device Identification (UDI) system....

• Real Estate Alert: Act improvement owners’ associations

  As from 1 January 2018, the new 'Wet verbetering functioneren verenigingen van eigenaars' (Act improvement owners’ associations) will be in force. Based on this new act, that will apply to buildings with residential units only, the owners’ associations will be obliged to form a specific reserve...

• GDPR Update: Sanctions

  In this GDPR update, we address the sanctions supervisory authorities may impose on organisations that are non-compliant with the GDPR. Significant administrative fines and other corrective powers of the supervisory authorities are a central element of the new enforcement regime introduced by...

• Netherlands – Cybersecurity: Hackman to the rescue!

  In May, SIDN, the Registry responsible for the country code Top Level Domain (ccTLD) extension .NL (Netherlands), published an article on the Ethical Hacker Rickey Gevers and the efforts of the Netherlands to make the Dutch public more aware of the risks of cyber criminality online....

• The Netherlands: Revised Tax Plan 2019

  On October 15, the Dutch government published a letter containing a reconsideration of certain proposals that were published on Budget Day. Please find the highlights below......

• Dutch Court Recognizes Limit on Authority of European Works Councils

  A recent decision by the preliminary relief judge of the court in Rotterdam addresses the obligations of international groups of companies to consult with their European Works Council (“EWC”) if planning a reorganization....