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The Minister of Justice does not expect the Bill on Management and Supervision which was adopted by parliament in May 2011 to enter into force before 1 July 2012.

The Minister of Justice does not expect the Bill on Management and Supervision, which was adopted by parliament in May 2011, to enter into force before 1 July 2012.

This recommendation to the board was regarded by the court as a wish by Boskalis to dismantle the poison pill.

The recent trend of using Dutch top holding companies in international mergers underlines the position of the Netherlands as a neutral country with a sophisticated and flexible legal and governance system.

Filtration Group Corporation purchases Clear Edge Filtration Holding from Gamma Holding, a portfolio company of Dutch private equity funds Gilde Buy Out Partners and Parcom Capital Partners.

The implementation of the Prospectus Directive has also led to amendments to the FMSA Exemption Regulation.

On 26 November 2012, CNH Global N.V. and Fiat Industrial S.p.A. announced their contemplated merger into a new Dutch top holding.

The committee that monitors the Dutch Corporate Governance Code has published its annual report on compliance. As in previous years, the committee concludes that compliance with the Code is satisfactory.

The Ministers of Finance, Security and Justice and Economic Affairs have announced the outline for a new UBO (Ultimate Beneficial Owner) register.

Omnicom Group has entered in agreement with Publicis to merge into a new Dutch holding company.

The Minister of Finance has published revisions to the Exemption Decree Takeover Bids FMSA.

The duties of the audit committee at Dutch public-interest entities (listed companies, banks and insurers) are extended, and new rules on expertise and independence are to be introduced.

The VEUO, VNO-NCW and Eumedion, special interest organisations representing listed companies and institutional investors, have made an urgent appeal to the Second Chamber of parliament to remove a provision in a bill requiring shareholders with a stake of 3% or more to notify the AFM whether or not they support the company's strategy.

The Supreme Court recently ruled in a case where the defendant was a member of the supervisory board (SB) but in that capacity also carried out management tasks for a certain period. The defendant argued that he was entitled to an additional management fee.

On 12 July 2012, the Netherlands Authority for the Financial Markets imposed an order under pain of penalty on three companies.

Data Systems & Solutions LLC ("DS&S") has agreed to pay a USD 8.82 million fine to the DOJ for violations of the FCPA.

As mentioned in the RCE Newsletter October 2011, the UK Bribery Act 2010 ("UKBA") entered into force on 1 July 2011 and reforms the criminal law to provide a new scheme of bribery offences.