JD Supra Netherlands
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- JD Supra
- Publication date:
- 2019-04-29
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Latest documents
- 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.
- 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.
- 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.
- 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.
Featured documents
- "European M&A: Multifunctional Stichtings"
The use of “stichtings,” or Dutch foundations, in the M&A context became more widely known outside of Europe in 2015 in connection with Mylan N.V.'s use of a Dutch poison pill defense against Teva's unsolicited offer. The stichting Mylan relied upon is a commonplace defense mechanism in the...
- In urgent matters disciplinary decisions may be released in summarized form, in anticipation of the final elaborated decision (Dutch)
"Cup-tail decisions": now also at the disciplinary court! In short proceedings, prosecutors regularly, because of the urgency of the dispute in question, make a verdict in which only the decision (the so-called 'dictum') is given. This simply means - read only whether the claim is accepted or...
- The Netherlands - Budget 2018 - Dividend withholding tax and non-resident taxation
On 19 September 2017, the Dutch government released the State’s Budget for the year 2018. The Budget includes a draft bill to expand the dividend withholding tax exemption to tax treaty countries, to introduce a withholding tax obligation for holding cooperatives and to limit the taxation of non-res...
- Het aanpassen van een volmacht na legalisatie: verwijtbaar handelen (Dutch)
The Amsterdam Court of Appeal (Court of Appeal) issued a judgment on 31 October 2017 in which it emerged that a civil-law notary (the Notary) had been careless when it checked the proxies with regard to a delivery of shares of a private limited company (BV1). to another private limited company (BV2)...
- State Budget 2019 - Social Affairs and Employment
True to tradition, the Minister of Finance presented the September Budget Memorandum on September 18 (the third Tuesday in September). What changes in the field of employment law are in store? In this Newsletter we address the government’s main plans for the labor market, incapacity for work,...
- Dutch Supreme Court: no dividend tax on basis of most favored nation clause in tax treaty South Africa - Netherlands
On January 18, 2019, the Dutch Supreme Court ruled in favor of a South African company that claimed a refund of 5 percent Dutch dividend withholding tax based on the most favored nation clause in the South Africa – Netherlands tax treaty (Dutch Tax Treaty)....
- GDPR in the Netherlands: one year after
It has been one year since the GDPR became applicable. In the run-up to May 25, 2018, there was much public debate surrounding the implementation of the new privacy legislation. The abbreviation ‘GDPR,’ the date of May 25, 2018, and the prospect of €20 million fines had been all over the media,...
- The BeNeLux competition authorities issue a Joint Memorandum on competition in a digital world
On 10 October 2019, the competition authorities of Belgium, the Netherlands and Luxembourg (the "Authorities") issued a "Joint Memorandum" which adds further (BeNeLux) perspective to the on-going debate regarding "competition law for the digital economy"....
- On the Final Publication of the Danish Standard Contractual Clauses for Vendor Agreements: A New Standard?
On December 10, 2019, the Danish Supervisory Authority (SA) published its final version of Standard Contractual Clauses (SCCs) that data controllers and processors may use to satisfy the General Data Protection Regulation (GDPR) obligation to enter into a data processing agreement....
- COVID-19: How the outbreak will impact disclosure deadlines and AGMs of listed and non-listed Dutch Companies
Governments' responses to COVID-19 are evolving on a daily basis. The measures against the coronavirus have a knock-on effect on Dutch companies' ability to comply with Dutch corporate law and best practice, particularly when it comes to the preparation and adoption of annual accounts and holding...