Netherlands: Corporate/Commercial Law

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Article
Contractual Waiver Of Modification Rights In Share Transactions And Directors’ Liability
A Dutch court has ruled that parties who contractually waive their right to annul a share purchase agreement also forfeit the ability to seek judicial price adjustment under Article 6:230(2) of the Dutch Civil Code. This decision clarifies the scope of waiver clauses in M&A transactions and highlights critical drafting considerations for acquisition agreements, set-off rights across different dispute forums, and the high threshold for piercing the corporate veil in shareholder disputes.
Netherlands Commercial
GGI Global Alliance
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Related Country Guides

PE
Private Equity
F
Franchising
PM
Private M&A
DB
Digital Business
MA
Mergers & Acquisitions
VC
Venture Capital
E
ESG
CG
Corporate Governance
DB
Doing Business In

M&A/Private Equity

Article
Top 5 Legal Due Diligence Findings In Dutch M&A Transactions | #5 Real Estate Legal Red Flags
This article examines the most common real estate legal issues discovered during due diligence in Dutch M&A transactions, including the absence of written lease agreements, unauthorised subletting arrangements, and change of control provisions in lease contracts. It provides practical guidance on how these findings impact transaction certainty, valuation, and the rights of parties involved in mergers and acquisitions.
Netherlands Real Estate
B
Buren
Article
Contractual Waiver Of Modification Rights In Share Transactions And Directors’ Liability
A Dutch court has ruled that parties who contractually waive their right to annul a share purchase agreement also forfeit the ability to seek judicial price adjustment under Article 6:230(2) of the Dutch Civil Code. This decision clarifies the scope of waiver clauses in M&A transactions and highlights critical drafting considerations for acquisition agreements, set-off rights across different dispute forums, and the high threshold for piercing the corporate veil in shareholder disputes.
Netherlands Commercial
GGI Global Alliance
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Compliance

Article
CJEU Clarifies Scope Of “payment Service” Under PSD2 In Betaal Garant Nederland
The Court of Justice of the European Union has issued a significant ruling on whether a Dutch construction-sector guarantee provider requires authorisation as a payment service provider under the Payment Services Directive. While the decision is confined to fact-specific circumstances, it has the potential to influence how key regulatory concepts will be interpreted under the forthcoming PSD3 regime...
Netherlands Finance
M
Matheson
Article
PSD2 And Intermediated Payments: CJEU Judgment Clarifies Scope
The Court of Justice of the European Union has ruled on whether an intermediary providing security deposit services falls within the scope of the Payment Services Directive 2. The judgment clarifies when funds transfer activities constitute regulated payment services versus ancillary functions to a primary business offering. This decision has significant implications for financial service providers operating in the European Union.
European Union Finance
AC
Arthur Cox
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Venture Capital

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Corporate and Company Law

Article
Contractual Waiver Of Modification Rights In Share Transactions And Directors’ Liability
A Dutch court has ruled that parties who contractually waive their right to annul a share purchase agreement also forfeit the ability to seek judicial price adjustment under Article 6:230(2) of the Dutch Civil Code. This decision clarifies the scope of waiver clauses in M&A transactions and highlights critical drafting considerations for acquisition agreements, set-off rights across different dispute forums, and the high threshold for piercing the corporate veil in shareholder disputes.
Netherlands Commercial
GGI Global Alliance
See more

Latest Videos

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