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Don't prefer – arguments against stacking preferred rights
Stacking preferred rights like anti-dilution and liquidation preferences may protect investors, but taken too far, they can harm founders and future funding rounds. This blog explores why a balanced approach benefits everyone involved.
Legal structures 2025
Wondering how to legally structure your startup in 2025? This blog outlines the pros and cons of starting with a sole proprietorship or VOF, and when it's time to switch to a BV for liability protection and growth.
Interview with Rosa (student-intern March-April 2025)
‘My name is Rosa Meder, I'm 21 years old, and I completed my Bachelor's degree in Law at the University of Amsterdam in January. In March and April, I interned at Wintertaling. It was such a positive experience that I stayed on as a working student. In September, I'll start my Master's degree in Private Law at the University of Amsterdam, which I'll combine with my work at Wintertaling. Why...
Wintertaling – Wet Vifo notification in M&A | A practical look at the practice
AI-Generated image Written by Thédoor Melchers and Bart Dreef Wet Vifo[1] The Investment, Merger and Acquisitions Safety Test Act (Wet Vifo) has been in force since 1 June 2023 and introduces a safety test for investments, mergers and acquisitions that could pose a risk to national security. This law applies to (i) vital providers, (ii) companies that actively...
Wintertaling – GDPR in M&A | A practical look at the practice
AI-Generated Written by Tim Carapiet-Petit, Thédoor Melchers and Esra Koopman In M&A transactions, personal data is often a crucial concern. For some companies, this is limited to employee and a few customer data, while for others, customer data represents the majority of the value. Personal data is transferred in a variety of situations,...
Interview with Alicia (student-intern March-May 2025)
‘My name is Alicia, I'm from Spain, and this year I completed my Master's degree in legal education. Why an internship at Wintertaling? I learned about Wintertaling through the ICAB (Ilustre Colegio de Abogados de Barcelona) international internship program. This organization offered me the opportunity to do my internship at Wintertaling, and I gladly accepted because I'm very...
THE UNKNOWN MAGIC SPELL, The EAPO Regulation as a cross-border debt collection tool
AI generated by DALL·E Written by Bas van Vliet and Yuan Groeneveld. When a debtor has money in a foreign account or a foreign debtor has a Dutch bank account, it can be difficult to secure your claim. The European Bank Seizure Order can offer a solution. But how exactly does this procedure work, and how does it compare to the Dutch...
Interview with Nikola (student intern January-March 2025)
‘My name is Nikola, I'm 21 years old, and I'm in the final year of my Bachelor of Law degree at the University of Amsterdam. Why an internship at Wintertaling? What specifically attracted me to Wintertaling is the wide range of legal areas it operates in and its unique corporate structure. During your internship, you will primarily support lawyers in researching legal...
Interview with Adriaan (student intern January-March 2025)
‘My name is Adriaan, I'm 23 years old, and I'm studying law at Leiden University. In January and February 2025, I completed a student internship at Wintertaling. Why choose an internship at Wintertaling? "The fact that the internship is firm-wide means you quickly become acquainted with the practical application of various legal areas. From the very first moment, you're involved in cases and challenged...".
Wintertaling – Reinvestment by Key Management in M&A | A practical look at practice
AI-generated Written by Thédoor Melchers. Management Incentive: An incentive plan is often established to motivate and reward key managers. This allows key managers to benefit from the company's increased value. In the event of a sale of the company, key managers receive a portion of the proceeds. In the event of a sale, it is important that the shareholder who owns the company...
Podcast episode with Marein Smits
In this episode, Acquisition Lawyer of the Year 2024, partner and CEO of Wintertaling, Marein Smits, shares her unique perspective on engagement and ownership within Wintertaling. Two years ago, she made everyone the owner of the law firm, leading to a transparent and collaborative way of working. Here are some highlights from the episode: 🔺 Engagement first: Marein...
Wintertaling – Software in M&A | A practical perspective
AI-Generated: With increasing digitalization and the rise of artificial intelligence (AI), we're seeing a growing number of companies developing software. Similarly, more and more organizations are using software as an integrated part of their products. During company acquisitions, it's crucial to determine who owns the software. The unhindered use of this software is essential...
Legal Netlink Alliance 2024 Fall Meeting
Wintertaling is delighted to attend the Legal Netlink Alliance 2024 Fall Meeting in Greensboro, North Carolina, hosted by our esteemed colleagues at Carruthers & Roth. Wintertaling has been a member of this global network for two decades. We look forward to a program packed with insights from four top speakers from business, academia, research...
I want employees to be seen and heard.
At Wintertaling, we believe in a work environment where freedom and connection are paramount. Three years ago, Marein Smits transformed Wintertaling into a place where everyone feels at home and equality is the norm. Every employee is a shareholder and has a voice. Click here for the full interview with BusinessWise. Photo: Marcel Bakker Photography
Penalty Clause in M&A | A practical look at practice
Written by Thédoor Melchers. In acquisition agreements, buyers often try to include a penalty clause. The penalty is then linked to failure to comply with agreements intended to protect the value of the company being transferred. This includes agreements regarding confidentiality, competition, contacting clients or employees, and similar provisions. The text...
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Converting your startup into a BV

Thinking about converting your startup into a BV? Learn how to properly structure the transition, avoid legal pitfalls, and set

Use of the BV

Curious if a BV is right for your startup? This blog explains when and why to use a BV, how

Legal structures 2025

Wondering how to legally structure your startup in 2025? This blog outlines the pros and cons of starting with a