STATUTORY LIMITATIONS FOR FILING A CLAIM UNDER ARUBAN LAW

Five year period

With respect to the limitations under Aruban law for filing a claim, the pertinent legal provisions governing limitations are set out in Book 3, Title 11 (Rights of Action) of the Aruban Civil Code.

According to Article 310 the right of action for compensation for damage is prescribed up to the end of a five year period from the beginning of the day following the one on which the person who is prejudiced becomes aware of both the damage and the identity of the person responsible for it.

If an accident occurred on August 1, 2004, for …
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23
May 2009
CATEGORY

Legal

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SPOTLIGHT ON CURACAO

Curacao economic country survey inserted in the New York Post

In May 2009, United International Press (UIP) issued a special bulletin on Curacao, the Netherlands Antilles, in an insert in the New York Post. UIP has also placed the bulletin on its website. Curacao is described as a Caribbean Hub with Investment Appeal. Amongst various government institutions and businesses, Spigthoff Attorneys & Tax Advisers is also mentioned (click here).

According to its website,

“United International Press is a media agency specialized in the production of comprehensive economic country surveys inserted in the New York Post. …
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20
May 2009
CATEGORY

Various

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WHAT DAMAGES ARE RECOVERABLE UNDER ARUBAN LAW? (II)

Case law

The Supreme Court in its case law has held that relatives of a deceased person are only entitled to sue for damages against the person liable for his or her death, if and to the extent that their death has left them in need. The extent of need is measured by the standard of living of the surviving relatives during the life of the deceased. See, for example, Supreme Court dated December 13, 1985 and Supreme Court dated February 28, 1986. This rule may be considered one of the fundamental principles and values of the Aruban legal system, …
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18
May 2009
CATEGORY

Legal

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TRADE MARK LAW: PLACING LUXURY GOODS IN DISCOUNT STORES CAN AFFECT THEIR QUALITY

French fashion house Dior has the upper hand in legal battle over ‘dumping’ of its goods

Placing luxury goods like Christian Dior products in discount stores can affect their quality according to the European Court of Justice, in a ruling on April 23, 2009, thereby backing the renowned French fashion house Dior in a trademark case. At issue is the extent to which companies such as Dior can defend themselves against products bearing their brands being “dumped” even though the licensing agreement clearly prohibits the licensee from doing so.

On May 17, 2000 the fashion house concluded a …
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28
Apr 2009
CATEGORY

Legal

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FRANCHISE AGREEMENTS UNDER THE LAWS OF ARUBA (II)

Case law regarding termination

It can be concluded from a Netherlands Antilles case regarding failed negotiations for the continuation of a license agreement (franchising) (Antillean Family Foods NV vs Mc Donald’s Corporation, Supreme Court, February 26, 1993, NJ 1993, 289), that under certain circumstances the termination of an agreement may constitute an obligation (to negotiate a renewal of contract or) to pay damages / compensation.

Possible areas of relevance are: the contents of the agreement and the circumstances under which the agreement was entered into; the amount invested by the franchisee and the extent to which the investment was recouped; …
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04
Apr 2009
CATEGORY

Legal

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FRANCHISE AGREEMENTS UNDER THE LAWS OF ARUBA (I)

What are called ‘franchises’ are not seldom mixed type agreements

Franchise agreements are not defined in any Aruban statute and are not subject to any specific Aruban legislation. The franchise agreement is a sui generis agreement, subject to the general law of contracts. Distribution agreements are not subject to any specific Aruban legislation either, and are, as with franchise agreements, also subject to the general law of contracts.

In accordance with the general law of contracts, parties are free, in principle, to agree on whatever they wish. However, certain restrictions are imposed by the general principle of Aruban law that …
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31
Mar 2009
CATEGORY

Legal

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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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16
Mar 2009
CATEGORY

Legal

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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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31
Jan 2009
CATEGORY

Legal

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PIERCING THE CORPORATE VEIL IN THE DUTCH CARIBBEAN

Ignoring the legal personality of a company

A shareholder is not personally liable for acts performed in the name of the company and is not liable to contribute to losses of the company in excess of the amount which he must pay to the company as contribution for his shares. There is therefore a legal separation between the assets and liabilities of the company and those of the shareholder.

Piercing the corporate veil in its purest form means making a shareholder responsible for the actions of the company. In essence this means ignoring the separate legal identity of the company. …
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20
Jan 2009
CATEGORY

Corporate

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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):

  • A person has committed an unlawful act (onrechtmatige daad) against another person (the victim); and
  • the act can be attributed (toegerekend) to that person; and
  • the victim has suffered damage (schade); and
  • the unlawful act has caused these damages (causaal verband).
  • 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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    17
    Jan 2009
    CATEGORY

    Legal

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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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    07
    Jan 2009
    CATEGORY

    Corporate

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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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    02
    Dec 2008
    CATEGORY

    Corporate

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