PLC CROSS BORDER LAW FIRM RECOMMENDATIONS
Netherlands Antilles
According to PLC Cross Border (Which lawyer?), Spigthoff Attorneys & Tax Advisers is one of two firms dominating the Netherlands Antilles market for international work, both on- and offshore.
Spigthoff ranks high in corporate / M&A and dispute resolution.
Martijn Welten, who specialises in corporate law, mergers & aquisitions and corporate litigation, is (highly) recommended in the areas of dispute resolution and corporate/M&A.
Karel Frielink comes recommended in the area of high net-worth private clients. Karel is highly recommended in the areas of …
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RIGHT OF SET-OFF UNDER DUTCH CARIBBEAN LAW
One of the most modern regimes in the world
The legal concept of set-off may be defined as setting cross-claims off against each other to produce a single balance. For instance, if A were to have a claim against B for a sum of money, and B would have a cross-claim against A for a sum of money, then B is entitled to be absolved from payment of A’s claim to the extent of his cross-claim and is also entitled to use his cross-claim in pleadings as a defense in an action by A to enforce his claim.
Set-off functions …
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TEXAS BILLIONAIRE ALLEN STANFORD ACCUSED OF FRAUD
Stanford fraud charges tricker panic
Fraud charges laid against Allen Stanford sparked panic across the Caribbean. Stanford and his companies, among them Stanford International Bank Ltd. (a private offshore investment bank in Antigua), Stanford Group Co. and Stanford Capital Management LLC are subject to a fraud inquiry.
According to The Daily Herald “The ripple effects of the “massive ongoing fraud” charges against Texan billionaire Allen Stanford are seeping into the Netherlands Antilles where several people and businesses have invested in Stanford International Bank.” Victims in the Netherlands Antilles and Aruba may contact the …
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TRANSFERS FOR NO CONSIDERATION UNDER THE LAWS OF THE DUTCH CARIBBEAN
The law protects creditors
In general the law in the Netherlands Antilles does not prohibit transfers for no consideration. It should however be pointed out that under Netherlands Antilles law, statutory provisions exist which ensure that transactions whose only reason is to disadvantage creditors or make it impossible for them to seek recourse, may not be performed out. For example, Section 3:45, paragraph 1, of the Civil Code states that if, in the performance of a legal act to which he is not obligated, an obligor, knew or ought to have known that this would adversely affect the possibility of …
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GENERAL CONDITIONS UNDER THE LAWS OF THE DUTCH CARIBBEAN
General conditions may be nullified
Since 1 January 2001 the Civil Code (CC) of Aruba and the Netherlands Antilles contains a section on general terms and conditions. By including this section in the CC the legislator tried to strengthen judicial supervision of the terms of general conditions in order to protect contracting parties against the use of general conditions, since they, generally, have no knowledge of, or influence on, the contents of these conditions.
The CC gives a broad definition of general conditions. When a certain clause or condition is used in a number of contracts then the clause or …
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THE LAWS OF TORT IN THE DUTCH CARIBBEAN
Unlawful acts and damage
Section 6:162 paragraph 1 Netherlands Antilles Civil Code (NACC) stipulates four conditions for someone’s obligation to compensate damage based on an unlawful act (tort):
Section 6:163 NACC provides for an exception to the general rule of Section 6:162 NACC: “There is no obligation to repair damage when the violated norm does not have as its …
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INDEPENDENT SUPERVISORY BOARD IN THE DUTCH CARIBBEAN
Should be mandatory for government-owned entities
Under the laws of the Netherlands Antilles, the main task of a board of supervisory directors is to supervise the board of managing directors of a limited liability company (NV or BV).
The Corporate Code provides for two different kinds of boards of supervisory directors, a “regular” board of supervisory directors and the so-called “independent” board of supervisory directors (Section 2:139 Netherlands Antilles Civil Code). Within this context the word independent means that the supervisory directors are independent of the shareholders, interest groups (“belangengroepen”) and to a certain extent from the shareholders’ meeting.
An …
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FINAL POSTING OF 2008
This will be my final posting for 2008. What a year. It feels as if the whole world has changed more rapidly than ever before and not only as a result of the economic turmoil. The year 2009 is about to begin and it won’t be an easy year. Many will suffer from the crisis. There still will be tensions between countries and populations. There still will be war. However new faces and new voices in the political arena may change things for the better. Let’s hope so.
Thanks to the ‘credit crunch’ we, as attorneys, are faced with …
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THREE QUESTIONS ABOUT DUTCH CARIBBEAN CIVIL PROCEEDINGS
FAQ
Question 1
Are there any particular issues that concern foreign plaintiffs in the Netherlands Antilles?
If proceedings on the merits are initiated by a non-resident plaintiff, the defendant may ask the court to order that the plaintiff provide security for damages, costs and interest which it might be liable to pay as a result of the judgment in aforementioned proceedings. This “cautio judicatum solvi” does not apply if there is a Convention (Treaty) on legal proceedings between the Netherlands Antilles and the plaintiff’s country.
Question2
Can attorney costs for legal proceedings be recovered?
Generally speaking, each party has to …
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CAN A FOREIGN COMPANY BUY SHARES IN A DUTCH CARIBBEAN COMPANY?
Generally speaking: yes
Under Netherlands Antilles law, no specific requirements exist regarding the purchase of shares in a Netherlands Antilles offshore company by a foreign company. The Netherlands Antilles do not have any anti-trust regulations.
In the Netherlands Antilles there are no statutory requirements preventing the sale of one or all the shares issued and outstanding or any requirements in the form of governmental license or registration. Certain restrictions apply however, if the target company is a bank or insurance company.
According to Netherlands Antillean corporate law shares are transferable, in principle. However, there is one exception. The articles of …
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A JOINDER BETWEEN PARTIES IN THE DUTCH CARIBBEAN
An interest must be proved
When two parties are involved in legal proceedings a third party may request permission to join the proceedings thereby to joining with one party in raising defense against the other (‘voeging’). Alternatively, a third party may request permission to intervene (‘tussenkomen‘) in pending proceedings, in which case neither party is joined.
The Dutch Supreme Court (May 3, 1957, NJ 1959, nr. 62) ruled that a joinder between parties in pending proceedings may only be sustained if the party requesting the joinder have an evident interest in supporting one of the parties’ positions, and thus in …
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PLEDGING FUTURE RECEIVABLES IN THE DUTCH CARIBBEAN
Bankruptcy pledgor will prevent valid pledge
Under the laws of the Netherlands Antilles, a right of pledge may be established on future receivables, however, the right of pledge on a future receivable will only be perfected the moment such a receivable comes into existence, provided that, at such a time, the pledgor is authorized to dispose over or encumber such receivables (‘beschikkingsbevoegd’).
Therefore, if a pledgor has been granted a suspension of payments (‘surséance van betaling verleend’) or has been declared bankrupt (‘failliet verklaard’) in the Netherlands Antilles, before a future receivable, directly resulting from an existing legal relationship, comes …
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