News
1 February 2024
Do not wait too long to start the WHOA-proceedings
The Act on the court approval of private restructuring plans (Wet Homologatie Onderhands Akkoord or WHOA) makes it easier for a company in financial distress to sit down with its creditors and shareholders at the negotiating table in order to agree upon a reduction of its debt burden. These agreements are set out in a so-called private arrangement (onderhands akkoord). If not all creditors agree to this arrangement, it can be submitted to the court for ratification. If the court ratifies the arrangement (homologatie), the dissenting creditors will also be bound by the arrangement.
News
18 December 2023
New Reporting Obligation for Businesses Under the Foreign Subsidies Regulation
As from October 12, 2023, certain undertakings within the European Union ("EU") that have received direct or indirect subsidies from non-EU member states are required to make a notification to the European Commission if they are involved in mergers, acquisitions, public procurement procedures or the establishment of joint ventures. This obligation arises from Regulation (EU) 2022/2560 on foreign subsidies distorting the internal market ("Foreign Subsidies Regulation" or “FSR”), which came into effect on January 12, 2023. The primary objective of the FSR is to reduce the distortive effect of foreign subsidies on the European internal market.
News
6 November 2023
Understanding Litigation Costs
Legal costs can be a point of contention in a legal dispute. But what exactly are litigation costs, and how are they allocated in legal proceedings? Earlier, Luuk Rietveld wrote an article on Security for legal costs by foreign parties, in which the issue of cost allocation was introduced. This article delves deeper into the subject.
News
3 October 2023
ACT ON DIGITAL INCORPORATION ENTERS INTO FORCE IN THE NETHERLANDS
As from 1 January 2024, it will be possible to electronically incorporate a Dutch private limited liability company (“BV”) in the Netherlands. The new act making this possible ensues from a European Directive which should have been transposed into Netherlands law by 1 August 2022, but, as is often the case, the Netherlands failed to meet this deadline.
News
19 September 2023
HEUSSEN ranked in the IFLR1000 once again
HEUSSEN is proud to announce that it has been ranked in two practice areas in the IFLR1000 2023 edition and that its Banking & Finance partner and Head of German Desk Sandy van der Schaaf has been ranked as a Rising Star partner. IFLR1000 is a guide to the world’s leading financial and corporate law firms and is focused on benchmarking law firms and lawyers on the basis of financial and corporate transactional work.
News
14 August 2023
Legislative bill to amend shareholder dispute resolution procedure
On 21 April 2023, the legislative bill on the amendment of the dispute resolution procedure for shareholders and clarification of admissibility requirements for inquiry proceedings (the "Wagevoe Bill") was submitted to the Council of State (Raad van State) for advice. On 28 June 2023, this body issued its opinion thereon. Below, a number of important topics of the Wagevoe Bill are discussed.
News
11 August 2023
Act on the Transposition of the European Mobility Directive enters into force
On 1 September 2023, the Act on the Transposition of the Directive on cross-border conversions, mergers and demergers (the “Act”) will enter into force. The Act seeks to transpose European Directive (EU) 2019/2121 (the "Mobility Directive") into Dutch law. The Mobility Directive, which entered into force on 1 January 2020 and should have already been transposed into national law by 31 January 2023, aims to promote freedom of establishment for capital companies within the European Union ("EU"), while also strengthening the rights of stakeholders. This is achieved by introducing new rules on cross-border conversions and demergers and adapting the already existing rules on cross-border mergers.
News
24 July 2023
Reporting obligation CO2 emissions
In 2019 the so-called Climate Agreement was concluded in the Netherlands. One of the commitments is to reduce annual CO2 emissions from work-related passenger mobility by at least 1.5 megatons by 2030. The agreement was further elaborated in the decree "CO2 reduction from work-related passenger mobility".
News
18 July 2023
The restructuring plan under the WHOA
The Act on the court approval of private restructuring plans (Wet Homologatie Onderhands Akkoord or WHOA) makes it easier for a company in financial distress to sit down with its creditors and shareholders at the negotiating table in order to agree upon a reduction of its debt burden as set out in a restructuring plan. Such a restructuring plan can be submitted to the court for ratification (homologatie). After ratification of the restructuring plan, all affected creditors or shareholders are bound by the terms of the plan.
News
12 July 2023
WHOA SPECIAL - 1. Teil
Das niederländische Gesetz zur Bestätigung des außergerichtlichen Vergleichs (Wet Homologatie Onderhands Akkoord, im Folgenden: das WHOA) ist, ebenfalls wie das Unternehmensstabilisierungs- und -restrukturierungsgesetz (StaRUG), am 1. Januar 2021 in Kraft getreten. Ebenso wie das StaRUG, führt das WHOA ein präventives Restrukturierungsverfahren ein, dass eine effektive Restrukturierung eines Unternehmens in der Krise ermöglicht, um Insolvenzen von lebensfähigen Unternehmen abwenden zu können.
News
12 July 2023
Upcoming Seminar | Dutch litigation: several things to know and practical tips for Chinese companies in case of disputes in the Netherlands
On September 7, 2023, at 16:00, HEUSSEN will hold a seminar on how to deal with legal disputes that Chinese companies in the Netherlands may face. Herman Ruiter, Luuk Rietveld and Dr. Yihua Chen will discuss the Dutch court system and litigation. In addition, the seminar will also explore the Dutch litigation procedures and enforcement of court judgments, alternative dispute resolution methods, and how Chinese companies in the Netherlands can better protect their interests and mitigate their legal risks.
News
5 June 2023
Earlier clarity on reintegration obligations for small and medium-sized employers
Recently the Minister of Social Affairs and Employment announced several intended legislative amendments. One of the proposed amendments concerns the possibility for small and medium-sized employers (up to 100 employees) – after the first year of illness – to enter into mutual agreement with their ill employees to finalize reintegration in the first track, if this reintegration no longer seems appropriate. In concrete terms, this means that in such cases, the ill employee will no longer be required to reintegrate back to work with the help of the employer in order to resume his/her duties within the current organization.
News
3 April 2023
PROVISIONALLY ENFORCEABLE JUDGMENT
Legal proceedings usually end with a judgment. If the judgment is not voluntarily complied with, the bailiff can enforce the judgment. The bailiff then proceeds with the execution of the judgment. The enforcement of a judgment is suspended in the event that the party against whom judgment has been given lodges an ‘ordinary legal remedy’ (opposition (verzet), appeal (hoger beroep) or cassation (cassatie)), unless the judgment has been declared provisionally enforceable. In practice, a significant number of judgments are declared provisionally enforceable. What exactly does this mean and what are the (im)possibilities when a judgment has been declared provisionally enforceable and the execution of the judgment has already begun?
News
13 March 2023
Unilateral termination of current agreements under the WHOA (“the Dutch Scheme”)
The Act on the court approval of private restructuring plans (Wet Homologatie Onderhands Akkoord or WHOA) makes it easier for a company in financial distress to sit down with its creditors and shareholders at the negotiating table in order to agree upon a reduction of its debt burden. The WHOA, also known as the “Dutch Scheme”, provides various tools for effective restructuring, such as the unilateral termination of current agreements.
News
20 February 2023
TEMPORARY ACT COVID-19 PARTIALLY EXPIRED - DIGITAL MEETINGS OF THE GENERAL MEETING STILL POSSIBLE?
On Feb. 1, 2023, certain provisions of the Temporary COVID-19 Justice and Security Act (hereinafter: Temporary Act) expired. As a result, among other things, the provisions for legal entities with regard to (digital) meetings are no longer in force and these legal entities must fall back on what is stipulated by law and in their articles of association.
News
28 November 2022
Prohibition of ipso facto-clause under the WHOA (the Dutch Scheme)
On 1 January 2021, the Court Approval of a Private Composition (Prevention of Insolvency) Act (Wet Homologatie Onderhands Akkoord or WHOA) entered into force. By introducing a “Dutch Scheme”, the WHOA makes it easier for a company in financial distress to get its creditors and shareholders to the negotiation table in order to agree upon a reduction of its debt burden. To that end, the WHOA provides several tools to facilitate the process and protect the interests of various stakeholders, such as the prohibition of ipso facto clauses.
News
3 November 2022
Ill due to an excessive workload: entitled to damages?
On 8 September 2022 the Court of Appeal of 's-Hertogenbosch awarded an ill employee damages amounting to EUR 28,155.36 gross. The employee in question had been working as a caregiver in a residential care centre for the elderly since 1 September 2007, where she performed care duties, solely/mainly during the night. She initially performed these care tasks together with a care assistant. From June 2016 she had to perform these care tasks by herself, without a care assistant. Due to the resulting excessive workload, the employee eventually became ill. Resumption of her own work turned out to be impossible. After 104 weeks of illness, the employer requested and received permission (from the UWV) for termination of the employment contract, following which the employment contract was terminated on 1 November 2021.
News
27 September 2022
HEUSSEN RANKED IN THE IFLR1000 ONCE AGAIN
HEUSSEN is proud to announce that it has been ranked in two practice areas in the IFLR1000 2022 edition. IFLR1000 is a guide to the world’s leading financial and corporate law firms and is focused on benchmarking law firms and lawyers on the basis of financial and corporate transactional work.
News
5 September 2022
Security for legal costs by foreign parties
Legal proceedings often end with a verdict and an order for costs. The default rule is that the "loser" of the legal proceedings shall pay such legal costs. In legal proceedings involving two Dutch parties, enforcement of a verdict – and with that also the payment of the order to pay the costs – seldom poses a problem (unless the losing party has no recourse). That would be different if the losing party is domiciled abroad. If a foreign party loses legal proceedings in the Netherlands, this may cause enforcement issues, especially when no enforcement treaty applies between the Netherlands and the losing party’s country.
News
16 August 2022
Update: Bill on the security screening of investments, mergers and acquisitions
In previous news items, I have discussed the bill on the security screening of investments, mergers and acquisitions (the Vifo Act). In my news item of 22 September 2021 I reported that the Vifo Act, together with the explanatory memorandum, had been submitted to the Lower House on 30 June 2021. On 19 April 2022, the Vifo Act was adopted by the Lower House and on 17 May 2022, the Vifo Act was passed by the Senate.
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