Dutch Supreme Court decides on liability of de facto directors under Dutch law: ‘setting aside’ of formal directors is not required

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In bankruptcy proceedings, directors under the articles of association (“formal directors”) of a Dutch B.V. or N.V. can be held liable by a bankruptcy trustee on the basis of specific articles of the Dutch Civil Code concerning manifestly improper management. This specific liability regime for directors does not apply to other third parties, such as shareholders or high-ranking employees. However, … Read more

Usufruct on rent payments: Dutch Supreme Court limits freedom of contract within property law

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A right of usufruct on a claim cannot be used to appropriate what is received through collection of that claim, as the Dutch Supreme Court ruled in its decision of 30 September 2022 (ECLI:NL:HR:2022:1331), in a case between KPN and Telecom Vastgoed about an alleged right of usufruct on rent payments. Background: telephone antennas KPN is a provider of mobile … Read more

Public Dutch Scheme automatically recognized in the EU from 9 January 2022

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Since 9 January 2022, the public type of the Dutch Scheme is automatically recognized in the EU under the European Insolvency Regulation. This will be further discussed in this blog. Last year saw the introduction of the Dutch Scheme (we refer to our previous blogs for further details on the Dutch Scheme). The Dutch Scheme provides for two types of … Read more

The Dutch Scheme – tax aspects

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On 1 January 2021, the Act on confirmation of private restructuring plans (Wet homologatie onderhands akkoord, also known as the “WHOA”, hereinafter: the “Dutch Scheme”) came into effect. We discussed several aspects of the Dutch Scheme in our previous blogs. In order to come to a successful scheme, it is important to consider tax aspects at an early stage of … Read more

The Dutch scheme – highlights of the 10 judgments rendered to date

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On 1 January 2021, the Act on confirmation of private restructuring plans (Wet homologatie onderhands akkoord, the “Dutch Scheme“) came into effect. At time of writing (25 February 2021), the Dutch courts have rendered 10 judgments in connection with the Dutch Scheme. This blog provides you with the highlights of this case law. 1. General observations Based on the information … Read more

The Dutch scheme – Classes and voting

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The Act on confirmation of private restructuring plans (Wet homologatie onderhands akkoord) – which introduces a framework allowing debtors to restructure their debts outside formal insolvency proceedings (termed the “Dutch Scheme“) – was adopted by the Dutch Senate on 6 October 2020 and will enter into force on 1 January 2021. In previous blogs we have summarised when the Dutch Scheme can be … Read more