THE ULTIMATE CORPORATE ADVENTURE (III)
A government certificate of no objection is not required
For the formation of a Netherlands Antilles NV or BV and for any amendment of articles of association a notarial deed is required. However, the formation can take place quickly (within hours if necessary) and without many other formalities. The founders of the NV or BV determine the choice of the language in which the deed is drawn up, as long as the civil-law notary understands the language in question. In practice, many deeds will be drawn up in English. With respect to a license to establish a business, a management permit, an exchange permit and the obligation to have a local representative, the rules have not been changed.
For the formation, a ‘certificate of no objection’ is no longer required. There will be a monitoring committee, however, consisting of experts who will scrutinize deeds that have already been executed and give possible recommendations for legislation on the basis of their findings.
Although not unusual in the past, the Netherlands Antilles Corporate Act now expressly allows all kinds of contractual provisions between shareholders mutually or between shareholders and the company to be included in the articles of association. This will be particularly useful for mutual investment funds, joint venture relationships and family companies.
Karel Frielink
Attorney (Lawyer) / Partner
