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Niels van de Vijver and Tim Stevens co-head Allen & Overy LLP’s capital markets practice, which advised SNS Reaal on its €600m offering of ordinary shares, as well as on the acquisition of the Dutch Insurance business from the Axa Group. On the debt side, the team acted for Deutsche Bank as lead manager on a £200m issue by De Nederlandse Waterschpasbank.

Clifford Chance’s capital markets team demonstrates ‘fast turn-around time, good liaison with their international partners, and day-and-night execution capabilities’. The team has an excellent market profile for its DCM capabilities, and is also heavily engaged on the equity side. The practice continued its role in numerous MTN programmes and stand-alone issues for leading arrangers and high-profile issuers such as Deutsche Telekom, E.ON, and Commerzbank. As for equity, the team has advised Barclays on its announced share exchange offer for ABN AMRO. Recent highlights include acting for Rabo Securities in connection with a proposed offering by a Euronext Amsterdam-listed issuer. Hans Beerlage and Thijs Alexander are highly recommended by clients.

De Brauw Blackstone Westbroek demonstrates ‘excellent technical knowledge’, together with ‘real dedication’. The team advised Fortis on its €13.4bn rights issue to finance part of the acquisition of ABN AMRO, as well as advising on various dual track processes for Royal Philips Electronics, AkzoNobel, and Waterland Private Equity Investments. The team advised NYSE Euronext Amsterdam on the development of a fast path access to the European equity capital markets for non-EU companies with an SEC registration. Clients include domestic blue chips, Dutch financial institutions, as well as international corporates. Marnix Somsen heads the team. Patrick Ploeger was made partner in 2008.

Philip Charlton and Pim Horsten co-head Linklaters’ capital markets practice. The team has been active in a large number of high-profile debt and equity transactions including assisting ING with several transactions, such as advising them on their €10bn capital injection by the State of the Netherlands. The team has also advised Rabobank on its €25bn Euro-Commercial Paper and Certificate of Deposit Programme. Wim Hazeleger is recommended.

Clients are ‘impressed with the quality of work’ they get from Nautadutilh. The team is ‘well organised, very accurate and are always up to date on the latest developments’. The team boasts both debt and equity capabilities. On the equity side the team recently assisted Deutsche Bank in the IPO of Germany1 Acquisition Limited, and the listing of shares and warrants on Euronext (this was the third Special Purpose Acqusition Company to be listed on Euronext). Thijs Lommen heads the seven-partner practice.

Derk Lemstra heads Stibbe’s ‘first-class’ capital markets offering. On the equity side the team advised Netherlands-based bank NIBC, owned by investors led by JC Flowers, in its proposed IPO and listing on Euronext Amsterdam. The team also advised Deutsche Bank and Morgan Stanley on the IPO and listing of Tetragon Financial Group Limited. On the debt side, the team advised Doughty Hanson, and assisted Whirlpool on a $1bn Euro-commercial paper programme. Jaap Willeumier is recommended.

Robert ten Have heads the equity team at Freshfields Bruckhaus Deringer, while Thijs Flokstra, who was promoted to partner in 2008, leads the debt practice. Highlights include advising Merrill Lynch and the other underwriters on the €13.4bn rights offering by Fortis in connection with the financing of the takeover bid by Fortis, RBS and Santander for ABN AMRO.

Houthoff Buruma has been engaged in high profile Euronext Amsterdam listings by Dutch and non-Dutch issuers, and has also been instructed to advise on listings of investment funds. Recent highlights include the listings of Accsys Technologies on Euronext, as well as listing Ronson Europe on the Warsaw Stock Exchange. Matthijs van den Broek is recommended.

CMS Derks Star Busmann’s practice is led by Reinhout Slot. The team acted for DNC De Nederlanden Compagnie in connection with the public bid by Adecco on all of the shares of its capitals. Other standout instructions include acting for Phanos Capital Group on several public offerings of hypo-notes securities.

DLA Piper’s team acted for the underwriters in the €120m IPO of European Energy Assets on Euronext, Amsterdam. Other clients include Bank de Groof, 2waytraffic and Jetix. Head of practice Richard Fens is recommended by clients. Roderik Bouwman, who joined the firm is 2007, regularly handles financial taxation representation work.

Wietse de Jong leads the four-partner team at Greenberg Traurig LLP. The team acted as counsel for Completel Europe before and after the public takeover bid. The practice demonstrates experience in Euroband and commercial paper issues for Dutch finance companies.

Ken Breken is the lead partner for capital market transactions at Lovells LLP. Clients have included ING, ABN AMRO, and Fortis.

Loyens & Loeff has expertise in both debt and equity capital markets. On the debt side, the team advised Dexia Funding Netherlands, and Dexia Bank Belgium, in relation to an update of their Euro Medium Term Note Programme. On the equity side, the team assisted Germany1 Acquisition Limited in an IPO of units listed on Euronext Amsterdam. Nelleke Krol, Kitty Lieverse, and Peter Corten are recommended.

Marcel van de Vorst and Gijs van Leeuwen head the capital markets team at Norton Rose LLP. The team is strong on the debt side. Wouter Hertzberger recently advised Nomura on a debt capital market bond issue by a major Russian corporate. The team has also recently advised clients ING, and Export Development Canada.

Simmons & Simmons traditionally has a first-class reputation for debt capital markets work, but has recently seen a marked increase in ECM instructions, with strength in fund and special issuer-related work. The team is also adept at handling cross-border work, and has advised Dutch issuer Cryo-Save Group on its IPO and AIM listing. Daphne Brinkhuis is recommended.

Van Diepen Van der Kroef Advocaten’s practice focuses on structuring primary public offering of non-listed securities, particularly bonds, to raise capital for international finance transactions.

Van Doorne can demonstrate experience of programmes and one-off bond issues. Stefan van Rossum, Dirk Blaisse, and Roel Botter are among the partners prominent in the department. Clients include Lukoil and Repsol.

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Legal Developments in Netherlands

Legal Developments and updates from the leading lawyers in each jurisdiction. To contribute, send an email request to
  • State aid risks involved in real estate transactions and public-private partnerships

    Private undertakings that engage in commercial transactions with public authorities located in the EU should be more aware of the risk of unlawful state aid. This is especially true for construction or development companies, as well as real estate funds, when participating in projects with public authorities involving the sale and/or finance of buildings or land. In many of these transactions the risks of state aid are either ignored or overlooked. In general, state aid is forbidden and any unlawful state aid including interest is to be recovered from the recipient undertaking. The recipient undertaking therefore bears the risks of unlawful state aid. Hence the importance for undertakings to determine whether a risk of state aid exists in relation to commercial transactions with public authorities. If so, appropriate steps should be taken to seek compliance with rules on state aid or to notify such aid to the European Commission.
    - Boekel De Nerée
  • Distributing dividends in the Netherlands

    Several questions arise when your  Dutch subsidiary distributes dividends. Below we set out numerous issues, on a non-exhaustive basis, that have to be addressed in the process of distributing dividends.
    - Boekel De Nerée
  • Employee participation and works councils in the Netherlands

    Companies going through global reorganisations often have to deal with local rules and regulations relating to employee participation. Observing these rules and regulations is often of major importance to avoid any delay in the implementation of business decisions. This article describes some of the main aspects of the consultation process relating to works councils in the Netherlands. It covers the special provisions that apply to entrepreneurs employing at least 50 people.
    - Boekel De Nerée
  • Privatising environmental resources

    Anne-Marie Klijn, Joyeeta Gupta and Anita Nijboer discuss current investments in greenhouse gas reduction projects, and consider whether there is enough supervision of these contracts in the Netherlands and worldwide.
    - Boekel De Nerée
  • Price fixing on transfer of shares and the (non-performing) trustee in bankruptcy

    When entering into a joint venture, a great deal of attention can be devoted to the exit. For many hypothetical situations, the parties wish to lay down how the price of the interest to be transferred when a party exits is fixed. In practice, a substantial degree of flexibility is required in fixing the value of the interest to be transferred. Parties want to make the ‘reward' for the exiting partner depend on the circumstances of the exit. If, for example, a partner is being ousted on account of negligence, then this is a good reason to apply a discount to the real value of the interest involved.
    - Boekel De Nerée
  • Real estate funds under pressure: new round, new opportunities?

    Many reports have recently appeared in the media about downward revaluations of real estate portfolios. Although it is not exactly clear how big the decline in value has been, there seems to be a consensus in the market that the value of real estate has decreased considerably since autumn 2008. As a result, real estate investors have seen the value of their assets go down. This may also have far-reaching consequences for private, non-listed real estate funds. Because the financial crisis has now affected the economy as a whole, the risks have further increased. As commercial tenants are having more and more difficulty keeping their businesses going at the same level, rental income may be wiped out completely or in part. Real estate funds may have to endure a very rough period because of these developments. This may provide cause for financing banks to impose additional requirements on funds, under the threat of terminating credit or enforcing security interests.
    - Boekel De Nerée
  • Grote bouwprojecten niet in gevaar

    Als het aan de voorzieningenrechter van Utrecht ligt, kan op basis van een onder de oude Wet op de ruimtelijke ordening verleende vrijstelling gewoon een bouwvergunning worden verleend, ook als deze pas onder de per 1 juli 2008 in werking getreden nieuwe Wet op de ruimtelijke ordening (Wro) wordt aangevraagd. De Arnhemse voorzieningenrechter oordeelde op 22 april nog anders (FD 23 juli, in Recht en belastingen: 'Grote bouwprojecten dreigen te stranden'), maar daarvan is op 17 juli afstand genomen.
    - Lexence
  • Labour Law

    As a foreign employer in the Netherlands, it is important to know that there are many legal provisions that protect the interests of the employee. These are, among others, provisions regarding holidays, minimum wages, working hours and employment of disabled employees. As a consequence, you are not entirely free in concluding employment agreements. In this article, mr. Jan Dop will discuss the definition, contents and termination of an employment agreement, as well as matters relating to sickness of employees and discrimination. He will also give practical information on working conditions, pregnancy and parental leave.
    - Russell Advocaten
  • Private enforcement of competition law: a Dutch perspective

    T he European Commission (The Commission) plays hardball with respect to breaches of antitrust rules by companies. The fight against cartels remains a key priority for the Commission and record fines (for example with respect to elevator companies and car glass producers) have been frequently imposed.
    - Boekel De Nerée
  • Parent company protection

    This article discusses how to ensure that your Dutch subsidiaries do not contaminate the parent company with liabilities in times of financial crisis.
    - Boekel De Nerée

Press releases

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