Explanation of the pledge agreement – “court decision by a competent court”
In Dutch law, contracts are interpreted according to the Haviltex standard. This means that not only the literal text, the so-called grammatical interpretation of an agreement, but also the intention of the parties is considered. After all, a small party, such as a self-employed person, cannot be expected to […]
Introduction of the UBO register: opportunities for the Curaçao trust sector!
Edo Smid and Dennis A. Evertsz discuss concerns about the UBO register and a possible solution for shareholders who want to keep their interests out of the public domain.
Marein Smits on family businesses in FamBiz
FamBiz, the online magazine for professional family businesses and advisors, has published the interview Marein Smits gave following the family business dinner held last November. Read more about the family business dinner hosted by Wintertaling Attorneys and Civil-Law Notaries and Clifton Finance here. Marein specializes in advising family businesses on succession issues and acquisitions. Click here for the […]
Central registration of stakeholders in companies – Shareholder register and UBO register to prevent 'Panama Paper' scenes?
Even before the Panama Papers made headlines, there was a desire for a central register of corporate shareholders. Insight into the underlying parties is seen as a key tool in combating fraud, money laundering, and tax evasion. Initially, only a central shareholder register was discussed; now, Europe […]
SPIE takes over Jansen Venneboer group
Wintertaling advised SPIE, the independent European leader in multi-technical services in the energy and communications sector, headquartered in Paris, on its acquisition of the Jansen Venneboer group on December 31, 2015. This acquisition helps SPIE Netherlands expand its expertise and capabilities in water infrastructure.
Q&A about M&A
Edit: The TQL Mergers & Acquisitions has been updated through December 2015, including a discussion of the new SER Merger Code. Marein Smits, Tim Carapiet, and Thom Schölvinck are the authors of the Q&A on the mergers and acquisitions process and related issues, available at The Questions Library – www.tql.nl. Registration for the Q&A is free. […]
Profit transfer as compensation, or 'pluck them' according to civil law – Blog Edo Smid
Article 6:104 of the Dutch Civil Code is a special article whose application in case law is still underdeveloped. What is it about? The article reads as follows: "If someone who is liable to another on the basis of an unlawful act or a breach of an obligation has made a profit as a result of that act or breach [...]
Family businesses leave the crisis behind – DFT
Family businesses in the Netherlands have largely left the crisis behind. Those operating internationally, in particular, have been in the black over the past year. This is the conclusion of Maarten Vijverberg of consultancy firm Clifton Finance in a survey of over 300 family businesses in the Netherlands. On Wednesday, November 11th, Wintertaling, together with Clifton Finance, will host the annual dinner […]
'Think small First', and 'from 13 to 12' – news about financial statements – Blog by Marein Smits & Tim Carapiet
Effective 1 November 2015, Book 2 of the Civil Code has been amended for financial statements and their filing deadlines, also introducing a new category: the micro enterprise. The criteria for small, medium-sized and large have been adjusted. The longstanding 13-month publication term has been reduced to 12 months, the preparation term to 10 months. […]
'Think Small First' and 'From 13 to 12' – Annual Accounts News – Blog Marein Smits & Tim Carapiet
As of November 1, 2015, Book 2 of the Dutch Civil Code (BW) has been amended for annual accounts and their publication periods. A new category of enterprise has been introduced: micro-enterprises. The criteria for small, medium, and large enterprises have been adjusted. The traditional 13-month publication period has been shortened to 12 months. The preparation period has been shortened to 10 months. Finally, […]
