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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...
W&I insurance for <25m transactions?
By Thom Schölvinck and Julien van Oosten. Warranty & indemnity insurance (W&I insurance) is an instrument increasingly used in the Dutch merger and acquisition market. In 2023, only 4% of transactions under €25 million in Europe used W&I insurance (compared to 42,5% for larger transactions). Despite this, there have been recent developments...
Double interview Marein Smits (Wintertaling) and Arnold Mars (AFAS Software)
Marein Smits (60) is a lawyer and has been active in mergers and acquisitions for 25 years. Arnold Mars (42) is CFO of the family business AFAS Software. Fambizz spoke with them about norms and values, ownership, and compensation. Text: Dennis Mensink Wintertaling is a law firm in Amsterdam's Zuidas district that often does things a little differently. AFAS Software also does almost everything a little differently,...
Corporate Litigation Association findings: three years of WHOA in practice
By Sandra Frommelt, Tim Carapiet-Petit, and Tessa Visser. The speakers at the spring meeting of the Corporate Litigation Association last Monday, June 17, 2024, provided an update on the Act on the Approval of Private Compositions (WHOA). The WHOA was introduced within a short timeframe three years ago as a reorganization tool and has proven to be a valuable alternative to bankruptcy and suspension of payments. Despite...
Adjustment of statutory dispute settlement procedure for shareholders
By Tessa Visser, attorney at Wintertaling. After a long wait, it's finally here: the Senate adopted the Bill amending the dispute resolution procedure and clarifying the admissibility requirements for the inquiry procedure (the "Wagevoe") on June 4, 2024. The planned changes can be explained as follows. The dispute resolution procedure includes the procedure for expulsion...
M&A lawyer Thédoor Melchers on innovation and the DNA of the Zuidas
Thédoor Melchers, attorney and partner at Wintertaling, was interviewed by Advocatie about innovation and the DNA of the Zuidas, the business model of law firms, and his move to Wintertaling. Melchers: "It would be wonderful if I could finish my career and say, 'I might have contributed a little to changing a very traditional world.'" Read...
Interview with Bart (student intern June-July 2023; now a lawyer)
‘A brief introduction: My name is Bart Dreef, and I completed the Master's program in Commercial Legal Practice at the University of Amsterdam (UvA). Last summer, I completed a student internship at Wintertaling. I enjoyed it so much that I stayed on as a working student. Now I work full-time as a paralegal, focusing primarily on corporate law matters. I will be sworn in as a lawyer soon. Why...
Interview with Matthijs (student intern from January to March 2024)
In early 2024, we were fortunate enough to meet Matthijs! Matthijs supported Wintertaling as a student intern from January to March 2024. Read below about Matthijs's experience with his student internship at Wintertaling! "During the two months I interned at Wintertaling, I had a fantastic experience. The internship environment at Wintertaling was open and accessible, where the...
Zuidaskantoor Wintertaling is expanding its M&A practice with Thédoor Melchers.
Law firm Wintertaling has appointed Thédoor Melchers as a new M&A partner. With his arrival, the Amsterdam office adds over twenty years of (inter)national M&A experience to the team. Melchers starts immediately and will continue his M&A practice at Wintertaling. He will also help the current Amsterdam team further realize the firm's growth ambitions.
The earnout in the M&A practice
An earnout arrangement can be a good solution for certain transactions to overcome uncertainties in the purchase price. However, an earnout also entails risks, particularly for the seller. Yesterday, Marein Smits gave an impressive lecture at Nyenrode Business University on the earnout clause in M&A practice. Would you like advice on an earnout arrangement or do you have other M&A...
New Environmental Act as of January 2024
The Environment Act will come into effect on January 1, 2024. This act regulates everything about the physical environment in which we live and work. The Environment Act replaces 26 laws and represents a complete system overhaul. The practical implications of this act are not yet entirely clear. However, it is certain that the application for an environmental permit for construction under the Environment Act will be different from what we are currently accustomed to...
Interview with Emma (student intern from July to September 2023)
“"I think I learned the most from the assignments related to litigation and real estate. These areas of law are rarely covered in the curriculum during your studies, but they are incredibly interesting." Hi! I'm Emma, 21 years old, and I'm studying law at the University of Amsterdam. Before I interned at Wintertaling, I...
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Podcast episode with Marein Smits

In this episode, M&A Lawyer of the Year 2024, partner and CEO of Wintertaling, Marein Smits, shares her unique perspective on