THE DUTCH CARIBBEAN MEMBER-MANAGED COMPANY
No separate body for management purposes
The Netherlands Antilles corporate code contains provisions with respect to the member-managed limited liability company. This form of the BV does not have a separate Board of Directors. The shareholders together will act as such Board, making the decision process much easier. In a shareholders’ agreement, the shareholders may determine e.g. how they manage the company and their remuneration.
The member-managed company is a legal entity with limited liability for the shareholders. However, it can be given such a form that it resembles a limited partnership (‘commanditaire vennootschap’), a general partnership (‘vennootschap onder firma‘) or a private partnership (‘maatschap’), which themselves are no legal entities but based on an agreement and the members of which are fully and severally liable.
Karel Frielink
Curacao-based Attorney (lawyer) / Partner
