Tim advises on takeovers, setting up joint ventures and other collaborative projects, decision-taking and governance issues at boardroom level, drafting commercial contracts such as distribution agreements and confidentiality agreements. He also gives strategic advice on business expansions, reorganizations and legal disputes.
He has a wide array of clients that include founders of start-ups, business buyers and sellers, directors and supervisory directors, formal and informal investors and venture capitalists, Dutch and multi-national manufacturing companies, distributors and retailers, and financial and other service providers.
• Tim studied at the University of Maastricht (European Law School), the University of Aberdeen, Scotland (Erasmus), and the University of Amsterdam (Commercial law /private law).
• Tim previously worked for Boekel de Nerée Advocaten in the following departments: Corporate/M&A; Corporate litigation; and Real-estate transactions and project development.
Publications and news
Introduction by Stefan Flipse
What is the UBO? Explanation by Esra Koopman
00.25: How the UBO started
02.50: What is the UBO register?
03.20: Who is the UBO?
04.30: Who is subject to registration?
05.50: Who is not subject to...Read More »
Technological innovation comes with ethical and commercial challenges: legal decisions (should) weigh as equally important. Inventors turn into startup entrepreneurs, startups face (legal) challenges and making the right choices could mean the difference between disaster or unicorn status. Are you an ITL student and curious about the legal challenges of...Read More »
On 15 October 2020, Dijkstra Vereenigde, manufacturer and distributor of glass packaging and laboratory equipment based in Lelystad, was acquired by Gaasch Packaging, part of the Luxembourg family holding Industrial Packaging Group (IPG) (link). In the acquisition Dijkstra Vereenigde was assisted with legal advice by Marein Smits,
On the 10th of September, Wintertaling organized a tapas party in the roof garden of the office. In spite of the COVID-19 measures and 1,5-meter distance, it was a pleasant get-together, where people could meet again after a long time.
The evening was all about catching up and networking with...Read More »
Wintertaling congratulates Esra Koopman and Jordy Mesman, who were sworn in as attorneys at law at the Court of Amsterdam in August. From now on they will work as junior associates, Esra under the guidance of Marein Smits for Corporate M&A and Jordy under the guidance of Wilfred Groustra for...Read More »
In case of private companies with limited liability (BVs) and public companies (NVs), other than those listed on a regulated market or 100% subsidiaries of such entities, a natural person who directly or indirectly holds more than 25% of the shares, voting rights or ownership interest in the company should...Read More »
Wintertaling is a proud partner to Capital Tour Online 2020!
Capital Tour Online 2020 connects startups and investors, to make sure that amazing ideas can prosper! This Tuesday 30 June 2020, we will be guiding startups to meet investors.
Check out the program on https://www.capitaltourxxl.com/program/ .
Want to join? Get you tickets here:
On 10 June, Wintertaling, together with Rutger Kemper (cofounder of Leapfunder, managing director of Presidents Institute), participated for the fifth time in the GO!-NH accelerator programme. This time they took part in one-on-one sessions on the legal and...Read More »
Dutch Startup Association, the promoter of startups in the Netherlands, has launched ReStartup where partners of the DSA are linked to startups in need of advice in times of COVID-19. Wintertaling is pleased to give her support and to be able to provide several startups with advice. For...Read More »
Recently, the NCC (Netherlands Commercial Court) gave a judgement on broken off M&A negotiations as a result of the COVID-19 crisis. The Court denied the claim to carry on with completing the transaction and allowed the claim for the break-up fee, despite defendants invoking unforeseen (COVID-19) circumstances.
On 29 April 2020,...Read More »
On 3 April last, the Ministry of Justice and Security announced emergency legislation: “to solve practical problems arising from the corona crisis.”
Part of this emergency legislation is that the management board may determine that the general meeting may only be followed via livestream, subject to the condition that members and...Read More »
The effects of the coronavirus can currently be felt all around the globe. Great uncertainty about the duration of measures concerning the virus and ever more stringent measures cause many questions among entrepreneurs. Frequently asked questions are:
Public consultation on the Act on the Amendment of statutory shareholders' dispute resolution procedure
On 22 August 2019 , the preliminary draft Act on the Amendment of the statutory shareholders’ dispute resolution procedure and clarification of admissibility criteria for inquiry proceedings (voorontwerp van de Wet aanpassing geschillenregeling en verduidelijking ontvankelijkheidseisen enqueteprocedure) was published. The preliminary draft is intended to make the statutory dispute settlement...Read More »
Wintertaling partner of GO!-NH
On 19 November 2019, Wintertaling, together with Leapfunder, gave a presentation and workshop on the legal and economic aspects of startups and financing, for the fourth time as part of the accelerator programme of GO!-NH.
GO!-NH is the programme...Read More »
Veiligheid vs. privacy?
Een praktische handleiding bij de komende UBO regelgeving.
Op 10 januari 2020 wordt het Ultimate Beneficial Owner (UBO)-register ingevoerd. Wat houdt dit in? Wat betekent dit voor de privacy van personen en bedrijven die in dit register komen (en wie komt erin)? En hoe ver ga...Read More »
SolarCreed wins FMO´s Finture Solutions challenge 2019
SolarCreed is one of the winners of FMO’s Finture Solutions challenge 2019. Finture Solutions aims to scale start-up businesses that have a positive impact in emerging markets. The solutions provided by SolarCreed are supporting the food production of farmers in Nigeria and therefore...Read More »
The bill for an Act on the Confirmation of Private Plans (‘ACPP’), submitted on 5 July 2019, enables a business on the brink of insolvency to impose a compulsory plan on its creditors and shareholders, outside suspension of payments and bankruptcy proceedings. The ACPP bill takes inspiration from the British...Read More »
Sympower raises €3 million in Series A funding round
Sympower, an international scale-up driving the energy transition, has raised €3 million in a Series A funding round from Dutch investment funds Social Impact Ventures and Participatiefonds Duurzame Economie Noord-Holland (PDENH), current investors and team. The investment will fund international growth in...Read More »
Wintertaling Advocaten & Notarissen is the Dutch Real Estate member of IR Global, a multi-disciplinary professional services network that provides advice to companies and individuals in over 155+ jurisdictions.
On 23 September 2019, Paula Schouten, Jasper Franke and Tim Carapiet, members of the Wintertaling startup desk joined Amsterdam Capital Tour XXL: special Capital Tour by Night edition, as part of the Amsterdam Capital House (former Amsterdam Capital Week).
Also this year, Wintertaling was a...Read More »
Holland Capital invests in Valori
Investment company Holland Capital has acquired a majority interest in Valori, the largest independent software testing and quality assurance player in the Netherlands. With the chosen strategy, Valori wants to further strengthen its position in the field of software testing and quality assurance and achieve a...Read More »
Workshop Wet Arbeidsmarkt in Balans voor uitzendbureaus
(in het bijzonder ook de back-office dienstverleners/-gebruikers)
Wanneer: Donderdag 22 augustus 2019
Waar: Wintertaling advocaten & notarissen
………………. Antonio Vivaldistraat 66
………………. 1083 HP Amsterdam
16:00 uur inloop
16:30...Read More »
An Overview of Chinese Art Law: Collectors on Tiptoes
Transition from Irrationality to Maturity
The Chinese art market is continuing its restructuring which started from 2015. While its global share shrunk with a 5.21% reduction in 2018, the market is moving towards maturity and leaving the days of much-hyped bidding behind. The...Read More »
5th Judicial Interpretation
of China’s Company Law
On April 28, 2019, the Supreme People’s Court promulgated the Provisions on Several Issues concerning the Application of the Company Law of the People’s Republic of China (V) which came into effect on April 29 2019. In China it is customary for the...Read More »
An Overview of the New Changes in China’s Tax law
In order to encourage the development of certain industries, tax reform in China has continued by a publication of a host of tax incentives in begin 2019, ranging from adjustment of value-added tax (“VAT”) rate to reduction of corporate income tax...Read More »
The Food & Beverage Industry in China
An Attractive Destination
The ever-growing Food and Beverage (F&B) industry in China, with a US$ 700 billon share of the global market, is currently deemed as an attractive destination for many investors. The revenue of the F&B industry in 2019 has amounted to US$22.7...Read More »
Op 5 juni 2019 vond CICERO’s Landelijke Pleitstrijd (CLP) plaats in de rechtbank Amsterdam. Deze wedstrijd wordt elkaar jaar georganiseerd door het Amsterdamse pleitgezelschap CICERO, waar Wintertaling hoofdsponsor van is. Teams van rechtenstudenten afkomstig van universiteiten uit heel het land kwamen bijeen om hun pleitkunsten tentoon te stellen.
De CLP is...Read More »
A proud family business agrees to join forces with an international player – interview with Marein Smits in Lawyer Monthly Magazine
Earlier this year MBrands BV (Mystic and Magic Marine) and North Technology Group (North Kiteboarding) decided to continue together in a new dynamic company called North Actionsports Group.
MBrands International was co-assisted by Marein Smits from Wintertaling advocaten en notarissen. Marein was interviewed by Lawyer Monthly Magazine about this acquisition. You...Read More »
Event GO!-NH – 8 May 2019
On Wednesday 8 May we will host another meeting of GO!-NH. GO!-NH is an accelerator programme of the Province of Noord-Holland and Innomics. The program accelerates start-ups and innovation teams of large organizations in a three-month program, from an idea to a company that is...Read More »
Laurens contributed to the Responsible Art Market (“RAM”) Initiative of the Fondation pour le droit de l’art / Art Law Foundation in Geneva.
RAM is the first of its kind, non-profit, cross market initiative formed in 2015. RAM’s founding members span the entire spectrum of the art market and include art businesses, institutions and practitioners.
Laurens wrote the Dutch country guide – which can be found here.
...Read More »
On 15th of March 2019, the New PRC Foreign Investment Law has been approved which will have a big influence on foreign direct investment (“FDI”) in China. The previous vice minister of Ministry of Commerce of the People’s Republic of China (“MOFCOM”) predicted that with the approval of this new...Read More »
How to get your money out of China has increasingly been a serious and significant issue not only for foreigners but also for Chinese people themselves.
In 2017, the Wanda Group – a vast Chinese multinational conglomerate and owner of Wanda Cinemas and the Hoyts Group, was stopped by the government...Read More »
Marlies van Schoonhoven-Sloot lawyer tenancy law and partner at Wintertaling, got nominated for the Magna Charta award ‘Lawyer of the Year 2019’ for the category tenancy law. Vote here!
...Read More »
European Market is more attractive for Chinese investors: New rules on the review of foreign investment in the United States are in place
by Xuehan Yang
After hitting a record high in 2016, China’s overseas M&A activity has entered a “pressure period”, which can be said to be squeezed by internal and external supervision. The first wave of pressure from the foreign investment since the end of 2016 domestic tightening regulation, the second wave...Read More »
Investment and Financing under Chinese New Normal - After the Adoption of the Amendment of PRC Company Law in 2018 - regarding repurchase of share capital in listed Chinese companies
By Hanren Xiao
On the 26th of October 2018 China has adopted a major amendment of its Company Law which is a remarkable symbol that the legislation of the Chinese capital market is gradually becoming mature.
The amendment is for the most part about share repurchase. Share repurchase refers to the situation...Read More »
North Technology group takes over MBrands International
As of the 3rd of January, MBrands B.V. (Mystic and Magic Marine) and North Technology Group (North Kiteboarding) will unite under one umbrella creating a new dynamic enterprise called North Actionsports Group.
The end of an era is always an intriguing time, especially for a...Read More »
Dutch litigation in English, the Netherlands Commercial Court (NCC)
On January 1st 2019 the Amsterdam state court will inaugurate a chamber specialized in international commercial litigation conducted entirely in the English language called the Netherlands Commercial Court (NCC). With this, the Netherlands is a frontrunner in a European trend including...Read More »
Power point presentation by Bart Kasteleijn at the China European Arbitration Center in Hamburg, Germany on 12 September 2018 on China’s New Silk Road or Belt & Road Initiative.Read More »
Wintertaling helpt studenten voor de Philips Innovation Award
De Philips Innovation Award is de grootste studenten-ondernemersprijs van Nederland. Gedurende het jaar zullen er rond de 10 seminars plaatsvinden in heel Nederland, waarin studenten de kans krijgen om deel te nemen en de felbegeerde prijs van 50.000 euro te winnen met hun idee....Read More »
The Zuidas have been working for some time on the preparatory work for the Zuidasdok infrastructure project. In 2019 these activities will continue. See attached file for the accessibility of the Zuidas 2019.Read More »
How can Chinese technology innovation change the business model in Europe?—using Alipay & Tencent WeChat Pay as examples
How can Chinese technology innovation change the business model in Europe?—using Alipay & Tencent WeChat Pay as examples
With the new round of technology revolution and industry transformation, e-commerce has gradually become the highlight and new growth all around the world. In China, the pace of development of e-commerce has speeded...Read More »
Vacature startende kandidaat-notaris
Wintertaling is een in Amsterdam gevestigd onafhankelijk advocaten- en notarissen kantoor. Het kantoor bestaat uit meer dan 25 advocaten en (kandidaat-)notarissen die gespecialiseerd zijn op het gebied van Corporate| M&A, Vastgoed en vermogende particulieren. De samenwerking tussen advocatuur en notariaat maakt ons kantoor interessant.
Wij zijn opzoek naar een...Read More »
Legal and economic aspects of Chinese “One Belt One Road” investments into Europe via The Netherlands
IPBA – legal update
Bart Kasteleijn wrote an article for the The Inter-Pacific Bar Association. See here the article
President Xi JinPing has in his opening speech at the 19th Congress of the Communistic Party of China in October 2017 highlighted the ambitious plans of the Peoples Republic of China (“PRC” or “China”)...Read More »
Legal and Economic Aspects of Chinese 'One belt one road" investments into Europe via the Netherlands
Bart Kastelijn wrote an article about the legal and economic aspects of Chinese investments into Europe via the Netherlands. Read here the article.
...Read More »
Legal and economic aspects of Chinese “One Belt One Road” investments into Europe via The Netherlands
President Xi JinPing has in his opening speech at the 19th Congress of the Communistic Party of China in October 2017 highlighted the ambitious plans of the Peoples Republic of China (“PRC” or “China”) to expand its new Silk Road to Europe also named as One Belt One Road, abbreviated...Read More »
Marlies van Schoonhoven-Sloot admitted to the Dutch bar in 2002. Her area of expertise is real estate with a focus on commercial lease law serving real estate investments companies and/or users of real estate, like (international) retailers/occupiers. Marlies is a member of of the...Read More »
Wintertaling is partner to Capital Tour XXL Amsterdam 2017!
Capital Tour XXL Amsterdam 2017 (link) is part of Amsterdam Capital Week (link). Its a great bike tour around Amsterdam whereby startups visit investors for Q&A and networking. Click here for a video impression.
This Thursday 28 September 2017, we...Read More »
Review - 5 September 2017 Legal Counsel network event : STAYING AHEAD OF LEGAL TECH (Wintertaling & VVJIP)
On the 5th of September, Wintertaling, together with the ‘Vereniging voor Juridische Interim Professionals (VVJIP) organised a seminar about Legal Tech – technological developments which already have or will have in the near future a direct impact on legal services as we currently know.
The top of the bill...Read More »
STAYING AHEAD OF LEGAL TECH
WILL LEGAL TECH CHANGE THE LIFE OF A (COMPANY) LAWYER?
The aim of the event is offering you an opportunity to meet other in-house and interim legal counsels and exchange...Read More »
Under Dutch law, contracts are interpreted according to the ‘Haviltex-doctrine’. This means that not only the wording of the contract is decisive, but also the meaning that parties could reasonably have attached to it (the so-called ‘subjective interpretation’). After all, a small entrepreneur can not be expected to bring in...Read More »
Do you work at a large company and do you sometimes enter into agreements with smaller companies or self-employed professionals? On the 1st of July a new act will enter into force that may affect your purchasing policy. In this Q&A, we answer questions that are relevant to your practice.
What...Read More »
On May 8th last, Edo Smid of Wintertaling spoke at the press conference on the campaign “Source2Sea” by Merijn Tinga, also known as the Plastic Soup Surfer and of the Foundation Plastic Free Sea. Next June, the campaign “Source2Sea” shall focus on reducing plastic pollution and on the increase of...Read More »
Legal Netlink Alliance – a global alliance of independent law firms offering local knowledge and expertise from 38 countries around the world – will be holding its inaugural global conference in London from 18 to 20 May 2017.
The conference, which is being hosted by the City law firm Goodman Derrick...Read More »
Edo Smid and Dennis A. Evertsz discuss the concerns about the register for ultimate Beneficial Owners (UBO) and a possible solution for shareholders who wish to keep their participation out of public view.
The Netherlands must have implemented a so-called “UBO-register” before the 26th of June 2017, in which all major...Read More »
After the successful event in September 2016 by the Wintertaling StartupDesk in cooperation with Procopio Cory Hargreaves & Savitch LLP: ‘Building and Funding a Great Start-up – Are You Silicon Valley Ready?’ as part of the Amsterdam Capital Week 2016 – you may now join the webinar by...Read More »
In this yearly program of 150 days, 10 international startups undergo an intense program mentored by Rockstart and external mentors to assist them in further developments. The accelerator aims at smart energy startups, think of developers of solar cells, IoT to regulate energy supply at home, a social network about saving...Read More »
FamBiz, the online magazine for professional family businesses and advisors, has published the interview that Marein Smits gave in relation to the family business diner last November. Please see more about the family business diner of Wintertaling advocaten en notarissen and Clifton Finance here (in Dutch). Marein specializes in advising of family businesses about...Read More »
We are deeply shocked by the news that Charles Langereis passed away yesterday afternoon (Thursday 22 December 2016) as a result of an acute heart attack.
Charles’s passing away affects us tremendously.
Our thoughts are with his family and we wish them courage to endure this great loss....Read More »
Yesterday 30 November 2016, Wintertaling hosted the live viewing party “The Power of Storytelling: Raise Money, Win Your Market, Build Your Brand“.
Last Sunday, during the 10th edition of the Run for the Hunger Project (in Dutch), our “Duck Tales” team (photo) ran with over 800 participants through autumn weather conditions from the Olympic Stadium in Amsterdam to the Amsterdam forest. The anniversary edition of this great event raised no less than...Read More »
Now that the ACW-dust has settled again, the question arises: was the first appearance of Wintertaling at the Amsterdam Capital Week a success?
The words of Roger Rappoport, partner van Procopio Cory Hargreaves & Savitch LLP, sounded much like that: the organisation of this event is unprecedented by events in the Valley.
Wintertaling x Amsterdam Capital Week workshop: ‘Building and Funding a Great Start-up – Are You Silicon Valley Ready?’
On 26 September next, Wintertaling organizes in cooperation with Procopio, a Silicon Valley based law firm, the workshop ‘Building and Funding a Great Start-up – Are You Silicon Valley Ready?’, as part of the Amsterdam Capital Week.
During the workshop we discuss tips, tricks and best practices to structure and finance startups...Read More »
Registered business valuators also focus on Startups! Marein Smits, principal lecturer of Law for the Business Valuation programme of the Rotterdam School of Management, dives into the legal aspects of (acquisitions of or participation in ) startups and growth companies in light of business valuation, during a dedicated program for professionals.
For more...Read More »
In recent years many foreign (listed) companies have become Dutch B.V.’s (private company) or N.V.’s (public company). Vivid examples are Mylan, Fiat Chrysler, Ferrari and Altice.
With Brexit having become fact, companies from the United Kingdom are expected to look for possibilities to migrate to the Netherlands and other EU countries.
Read More »
The Panama Papers are news headlines everywhere: all media offer comments from various sources on this widespread international ‘tax scandal’. Tax professionals are doing their utmost to emphasize the difference between tax evasion and tax avoidance although, in the end, it all comes down to one and the same thing:...Read More »
Central registration of interested parties in corporate entities – Shareholders register and UBO register to prevent ‘Panama-paper’ controversies?
The call for a central register that specifies the shareholders of corporate entities already existed before the Panama Papers became headline news. Insight in the underlying parties is considered an important asset in combating fraud, money laundering and tax evasion. Initially, only a central shareholder register was considered; now, however,...Read More »
Last Thursday, 17 March 2016, the new office of Wintertaling advocaten and notarissen was officially opened. Friends and relations had the change to get a real live look at the new working place. Responses were along the lines of the speech of Bas van Vliet: light, transparent, idiosyncratic and quality.
The opening of the new office marks the...Read More »
Please click on the picture for the article ‘Muraal’ as published in the Mr. – magazine of March 2016 (in Dutch only)....Read More »
The Flexible Work Act (Wet flexibel werken (Wfw)), which concerns employers with a workforce of more than ten, became effective on 1 January 2016. The Wfw gives employees the right to ask their employer for amendment of their working hours, working times and/or workplace. But please note: the...Read More »
Wintertaling has advised SPIE, the Paris headquartered independent European leader in multi-technical services in the field of energy and communications, on the acquisition of the Jansen Venneboer Group on the 31st of December 2015. The acquisition will help SPIE Nederland expand its expertise and competencies in the field of wet...Read More »
Section 6:104 Civil Code concerns unusual legislation that is as yet underdeveloped in terms of case law. What does it concern?
The text of the section is the following: “If an individual who is liable towards another individual on the basis of tort as a result of non-compliance with an obligation,...Read More »
‘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...Read More »
Life expectancy is on the rise, and the number of medical options is increasing. However, options require choices. Just think: a terrible, but not fatal, accident occurs. You will continue to live, in a persistent vegetative state. Something you have never thought about, and certainly never wanted. Your partner knows...Read More »
Many start-ups – but also venture capital investors – come to our start-up desk saying “we want to involve a new employee with 4 year vesting and a 1 year cliff”.
Vesting and cliffs have a background in US venture capital transactions and are intended as an incentive for employees and...Read More »
On 7 October 2015 the Oost-Brabant District Court (ECLI:NL:RBOBR:2015:5797) ruled that a share issue may result in the joint and several liability of board members personally as well as group companies towards a pledgee.
The case was as follows:
A granted B a loan and received a pledge on 50%...Read More »
Marein Smits, Tim Carapiet en Thom Schölvinck are the authors of the Q&A on the process of mergers and acquisitions and related subject matters, on The Questions Library – www.tql.nl. Registration to gain access to the Q&A is free of charge. The Q&A is in Dutch. The follow matters...Read More »
A delegation of Wintertaling, consisting of Sabine van Suijdam and Tim Carapiet, of the corporate|M&A department will visit San Francisco from 28 September 2015 – 3 October 2015 to meet investors/VC and high profile startups to exchange experiences and to offer legal insight in doing business in the...Read More »
Just one of the many attractions for startups to settle in the Netherlands is, that the Dutch government has hidden a number of gifts in the Dutch tax system governing innovative businesses and companies. Martin Lambregts, tax lawyer at Wintertaling, sets out the advantages the WBSO offers start-ups in the...Read More »
Block exemption 403 statement: the consequences of the several liability of a parent company – Blog by Jelle van der Beek
In case a so called 403 statement has been issued by the parent company, a settlement reached by a creditor with a subsidiary does not automatically entail that the creditor concerned has relinquished its claim against the parent company. The Supreme Court recently ruled that, as a consequence of joint...Read More »
The Legal 500, a leading and international Institute which has been analyzing the capabilities of law firms across the world for more than 20 years, has included Wintertaling in its edition of 2015.
In its 2015 EMEA edition, the Legal 500 has recommended Wintertaling for ‘Corporate and M&A’ in the Netherlands.Read More »
SPIE expands its regional coverage in the Netherlands with the acquisition of the Numac Group
Breda, The Netherlands, 1st May 2015
SPIE, the independent European leader in multi-technical services in the areas of energy and communications, has today announced the acquisition of the Numac Group. This strategic acquisition enables SPIE Nederland to...Read More »
High profile start-ups (again) claim a hot rise in 2014. For private startups, reaching a billion-dollar valuation used to signify entry into an exclusive club. The club is becoming less exclusive as venture capitalists funnel large sums of capital in the best startups. We all know Uber, Airbnb, Spotify and...Read More »