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Business and shareholders

In order to manage your business well, efficiently and in a responsible manner, legal relationships and responsibilities in your business need to be documented properly.  Examples include shareholders’ agreements, shareholder and board resolutions and board regulations. Documenting all of this properly will save a lot of problems later on. After all, collaboration can lead to disputes between shareholders, during a takeover or sell-out, about liability or about unacceptable behaviour by directors, supervisory directors and/or accountants.

If a dispute arises at your business, we can help you to find an effective solution, in collaboration with your tax specialist and civil-law notary, if necessary. This can be realised through consultation or by taking the matter to court. The final result is what matters.

Our lawyers will come up with proactive ideas. They offer advice and litigate about disputes during takeovers, disputes among shareholders and between shareholders and the company (including inquiry proceedings at the Enterprise Division of the Amsterdam Court of Appeal), control and decision-making at legal entities, sell-out and hiving off of shareholders and liability of directors, supervisory directors and accountants.

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The shareholders' agreement: some practical tips

Whether it is a startup or a company that has been around for a long time, it is important that shareholders make good agreements. By recording the agreements, shareholders gain certainty about where they stand with regard to their fellow shareholders.

Agreements that shareholders make among themselves are often included in a shareholder agreement. In the article "A shareholder agreement to make your startup investor-proof" I will discuss the legal difference between the articles of association and the shareholder agreement and give examples of subjects that can be regulated in the shareholder agreement. In this article I give some practical recommendations for some of these topics.

Burden of proof for advertising fraud changed since 1 July 2016

Entrepreneurs regularly fall victim to advertising fraud. This involves misleading commercial practices. Certain (telephone) sales techniques are used to gain the entrepreneur's confidence and raise expectations. The objective is to have the entrepreneur enter into an agreement, after which the agreed performance is not or not properly delivered.

Conflicts of interest within a foundation

Can a director of a foundation give an assignment to a private company with limited liability that he is a director of as well?

Earlier publication of the annual accounts

On 1 January 2016, the term within which the annual accounts must be published was reduced again. This time, the amendment applies as of the 2016 financial year, for all companies. So what were the rules again, and what has changed on 1 January 2016?

Rob Steenhoek

insolvencies and reorganisation, business and shareholders

+31 (0)10 209 27 52
Bouwe Bos


+31 (0)10 209 27 63
Yvonne Jansen

rental (contract and eviction), business and shareholders, property

+31 (0)10 209 27 75
Michelle Reevers

aviation, commercial contracts, business and shareholders

+31 (0)10 209 27 75

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Commercial Leases in the Netherlands

Dutch Commercial property leases are regulated by statute law. Different regimes apply to each category of property lease. As a general rule, the primary use of the premises determines the applicable legal regime. 

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