Dismissing a statutory director: the advisory vote and the pitfall of the fait accompli
How the dismissal of a Dutch statutory director goes wrong via the advisory vote, and why a fait accompli still yields low fair compensation.
The former bookkeeper is holding on to the administration: enforcing delivery in summary proceedings
The former bookkeeper is holding on to the digital administration. How a company enforces delivery in summary proceedings, and where the limits lie.
He who asserts must prove? Why that rule of thumb is too crude
The adage 'he who asserts must prove' is too crude. Two judgments show when a defence does and does not shift the burden of proof.
Does a shareholders' agreement take precedence over the articles of association?
Does a shareholders' agreement take precedence over the articles of association? The answer runs through the system of void and voidable resolutions and Section 2:8…
Buying out a partner in a VOF or partnership
Buying out a partner in a VOF or partnership: no shares, but termination, continuation and dissolution. How the share is valued and the liability risk.
Buying out a fellow shareholder
Buying out a fellow shareholder: by agreement, or through expulsion or withdrawal. What each route yields, what it costs, and how the price is set.
Enforcing an arbitral award against a State in the Netherlands
An investor wins an arbitration against Spain but is not paid. Enforcement in the Netherlands runs aground on service, immunity from execution and State aid…