ACQUIRING A NETHERLANDS ANTILLES OFFSHORE COMPANY
At least one local director or representative required
Under Netherlands Antilles law, no specific requirements exist regarding the purchase of shares in a Netherlands Antilles offshore company by a foreign company.
According to Netherlands Antilles corporate law, in principle shares are transferable. However, there is one exception. The articles of association may exclude or limit the transfer of registered shares. Quite often the articles of a Netherlands Antilles NV offer the possibility of converting registered shares into bearer shares. In principle, the transferability of such bearer shares is not limited.
In order to qualify for a business license and a foreign exchange exemption (also in the future), the Netherlands Antilles company should have at least one local managing director or a local representative. If a board member or local representative is appointed to replace a current official, a new business license and exemption should be applied for. In general this does not give rise for any problems.
If a Netherlands Antilles company is listed on an internationally known stock exchange (e.g. London, Luxembourg, New York, Amsterdam), the Ordinance on the Notification of Control in Listed Companies 1991 (‘Landsverordening Zeggenschap in ter beurze genoteerde vennootschappen 1991’) is of relevance.
Karel Frielink
Attorney (lawyer) / Partner
