Corporate law verdieping

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Corporate law

TEN’s corporate lawyers

Our corporate lawyers have extensive knowledge and experience in advising you on corporate law issues such as mergers, acquisitions, disputes within your company, (the establishment of) security interests and the drafting of (shareholder) agreements and general terms and conditions.

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Setting up a business

For an entrepreneur it starts with making the choice about the legal form. Are you going to run your business as a sole proprietorship, are you going to work with others in a general partnership (v.o.f.) or are you going to set up a private limited company (B.V.)? You want to protect your business and reduce risks by drawing up the right contracts and concluding sound agreements with third parties. These include conditions of sale and delivery, general terms and conditions, cooperation agreements and shareholder agreements.

Every company needs financing (at some stage). You might opt to do so using your own capital or, for example, by means of financing by a bank. In both cases, it is essential that you are well informed about the dangers, risks and the possibilities to repay the amount made available. This is certainly the case if your company is not doing well and is unable to meet its (payment) obligations. Even if you lend money to someone yourself, it is important to think about the right securities such as pledges and mortgages in advance, and to establish them correctly. TEN specialises in advising on security interests such as retention of title, right of retention, invoking the right of recovery, advising on the establishment of pledge and mortgage rights and the enforcement of these security interests.

Drawing up these contracts is a tailor-made process: every company is different. Our lawyers think along with you and guide you in setting up your business and drawing up the necessary documents for the type of company you have chosen. It is important that risks and opportunities are mapped out in this regard, with a view to avoiding possible future disputes wherever possible. TEN’s lawyers are abreast of the latest legislation and court rulings.

Disputes, advice and litigation

After setting up your company, there are all kinds of circumstances that you may have to deal with as an entrepreneur: disputes between shareholders, business restructuring, dismissal of a director or holding a director liable. Directors’ liability can occur in various forms, including internal liability, external liability or liability in bankruptcy. Many of our corporate lawyers also serve as receivers in bankruptcies. They therefore know exactly how you should proceed if you are held liable as a director. Our corporate lawyers are also often called in when there is an imminent dispute. As a sparring partner, they can help you with the strategy and, if necessary, in compiling a file, should matters unfortunately take a turn for the worse at a later stage. If an argument gets out of hand, our lawyers will take measures, such as (prejudgement) seizure or initiating legal proceedings, including preliminary relief proceedings.

Our lawyers are also pleased to assist you with the more positive aspects of business, such as holding a shareholders’ meeting, taking decisions, selling or buying shares, or even an asset/liability transaction.

Buying or selling a company

It may also occur at some stage that you want to sell your company, or wish to take over another company. Our corporate lawyers can assist you in this and advise you on the risks and possibilities in the area of (deferred) payment of the purchase price. When proceeding to buy a business, it is always worthwhile assessing whether the way in which you are financed still matches the risks.

Are you entering a merge and are you going to have to deal with other stakeholders, are you going to set up a new company for your business activities to be taken over, or are you going to buy assets that you intend to add to the current business activities? If so, bear in mind that all possible scenarios can affect existing contracts and the existing risks within your company and the coverage of your financing. TEN is the right place to come for advice on these kinds of issues and litigation.

Contact

TEN has an extensive team of corporate lawyers, each with their own specialist field. Given the extensive experience we have gained throughout the years, our lawyers can advise, guide and assist you in all aspects of corporate law as well as representing you in legal proceedings.

Want to know more? If so, please contact one of our corporate lawyers.

Relevant articles (in Dutch)

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