STOCK EXCHANGE ISSUES UNDER THE LAWS OF THE NETHERLANDS ANTILLES
Not too much red-tape
Notification issues are dealt with in the Ordinance on the Notification of Control in Listed Companies 1991 (‘Landsverordening Zeggenschap in ter Beurze Genoteerde Vennootschappen 1991’). This Ordinance basically applies if it concerns shares in a Netherlands Antilles public company with limited liability which is listed on a stock exchange. If we are dealing with shares in e.g. a French or German company, this Ordinance does not apply.
The Ordinance on the Supervision of Stock Exchanges 1998 (‘Landsverordening Toezicht Effectenbeurzen 1998’). As a general rule, this Ordinance applies to stock exchanges that are operated in the Netherlands Antilles only. If shares are listed at Euronext or the New York Stock Exchange (the latter is to acquire the first one), this Ordinance does not contain restrictions that apply to such shares.
Almost all stock exchanges in the world allow stabilization activities to be carried out, in accordance with the relevant stabilization rules. Netherlands Antilles law does not appear to apply to such activities. As far as Netherlands Antilles investors are concerned, I would advise that the relevant offering materials will expressly mention that stabilization transactions will occur, so as to avoid that such investors are misled in this respect.
Karel Frielink
Attorney (Lawyer) / Partner
