Dutch corporate law

AMS’s Dutch corporate law expertise in the Netherlands

AMS’s lawyers have in-depth experience in advising and litigating in the area of Dutch corporate law. Our know-how in this area of law is extensive, and ranges from advising on incorporation of a private limited liability company to litigating in inquiry proceedings before the Enterprise Chamber of the Amsterdam Court of Appeal. Our team of Dutch corporate lawyers act in a variety of shareholders’ disputes, and advise and litigate in shareholder buy-outs, transfer of shares, dismissal of a director and directors’ liability.

Dutch corporate law and our services

Our corporate lawyers can help you draw up all corporate documentation needed for your situation, such as a shareholders’ agreement or articles of association, and customized to your needs

Buy out of shareholders in the Netherlands

Under Dutch law, there are three different but closely linked procedures for the buy-out of a shareholder. Firstly, the buy-out procedure for the benefit of a shareholder who seeks to be bought out. Secondly the squeeze-out procedure for the use by other shareholders who want to buy out a shareholder and lastly, the squeeze-out procedure for the benefit of a 95% shareholder who wants to buy-out the last remaining minority shareholders.

Directors’ liability

If the managing director or the board of management incur debts that they know cannot be paid, or take so much money from the BV that debtors can no longer be paid, the managing director himself can be (personally) held liable for those debts.

Dismissal of a director in the Netherlands

The corporate law principle is that each director can at all times be suspended or dismissed by the party entitled to appoint him. However, the managing director of a company often also has an employment relationship to the company. Our corporate lawyers furthermore have an extensive experience with matters regarding the dismissal of a director.

Dutch lawyer for corporate litigation

To prevent is better than to cure. Our corporate lawyers can help you to draw up all necessary corporate documentation, such as shareholders’ agreement or articles of association, customized to your needs.