The lawyers in our Corporate / M&A practice group are specialised in corporate law in the broadest sense.
We can help you choose a legal form of your business, e.g. a general partnership, public limited company, private limited company or a cooperative, or assist you in setting up or restructuring a group of companies. In doing so, we will look at risk diversification, control and profit appropriation, to name a just few examples. Is it necessary to issue shares with or without voting rights or profit entitlement, is it possible to use letter shares or is it wise to issue depositary receipts for shares?
We also give specific advice about the composition of and the decision-making by the board and other bodies within the company. Is it necessary to establish a one-tier board or should there be a Supervisory Board and should board regulations be drafted? Furthermore, we give advice about liability, and the prevention thereof, as may be relevant in such cases, e.g. directors’ and officers’ liability, liability for a group structure or the liability of supervising officers.
If you enter into a partnership with other parties, or if another party, such as an investor, will participate financially, we will give advice about the most suitable options in your case and we will lay down the arrangements in a shareholders’ agreement, loan agreements, management agreements etcetera.
Other areas include the issue of new shares or the reduction of the issued capital, making dividend distributions and matters concerning the decision-making within the company and the recording of this in shareholders’ resolutions or minutes.
We also have expertise regarding the commercial relationships that a company enters into. Examples are the drafting of or disputes concerning production and purchasing agreements, supplier contracts, service level agreements, distributions and agency contracts, franchise agreements and licence agreements. Our expertise not only concerns contractual relationships in the Netherlands, but also in international matters. If necessary, we can call on the expertise of our international network of law firms, EuréseaU.