Corporate Law Solicitor

Corporate Law, Shareholders, and Directors Our corporate law solicitors have years of experience advising and litigating for various forms of businesses and the interests of different stakeholders.
The corporate law solicitors at HAUT Legal aim to assist the entrepreneur and the company in their growth. We provide advice to prevent future issues and can assist if disputes arise. With our team of solicitors, HAUT Legal can support all stakeholders of a company across various legal disciplines; approachable yet offering high-quality advice.

Expert in legal structures and business forms:

Every legal structure is subject to its own legislation and has different stakeholders. The solicitors at HAUT Legal have extensive experience in advising and litigating on various business forms and the interests of different stakeholders. Part of our services includes ‘board-room counseling’. We support the board and provide insights into everyday issues faced by the entrepreneur.

Setting up a Limited Company (Ltd):

Considering setting up a private limited company (Ltd)? First, check if the trade name is available. An earlier registration of the same or a similar trade name can pose issues. Subsequently, a notarial deed of incorporation must be drafted by a notary. This deed includes the by-laws; the foundational rules of the Ltd, defining the relationships within the company. At least one penny must then be invested in the company to establish the Ltd. After the deed of incorporation is signed and the minimum starting capital is deposited, the Ltd must be registered in the Companies House. Until the Ltd is registered, it’s referred to as a Ltd “in formation”. Individuals acting on behalf of the Ltd “in formation”, usually the directors, are typically personally liable for fulfilling contracts made by the Ltd “in formation”. After registration, the Ltd becomes liable.

Shareholders' Agreement:

If you’re establishing the Ltd with one or more shareholders, it’s recommended to formalise agreements in a shareholders’ agreement. In a shareholders’ agreement, you, as a (future) shareholder of a company, can define the organisation’s structure, objectives, business plan, and the cooperation method among shareholders. Shareholders have considerable freedom to shape their collaboration. Therefore, no two shareholder agreements are identical. Entering a partnership with fellow shareholders is metaphorically akin to a business marriage. Committing for the long term necessitates clear and enforceable agreements regarding shareholders’ rights and duties to prevent potential disputes or legal battles. A shareholders’ agreement provides clarity. A well-drafted agreement specifies the rights, duties, and potential liabilities of shareholders. The solicitors at HAUT Legal can assist you and your company in drafting a solid shareholders’ agreement that meets the shareholders’ desires.

Shareholder Buyouts or Director Dismissals:

It’s not uncommon for companies of all sizes to buy out a shareholder. Initially amicable relationships between shareholders may deteriorate over time. Sometimes, relations can be mended through dialogue, new agreements, or mediation. However, if relationships become irreparably damaged, risking the company’s survival, the departure of one or more shareholders may be the only solution. Legislation provides several procedures concerning shareholder buyouts or expulsions.

Legal Disputes Between Shareholders or Directors:

Differences in opinions about finances, profit distributions, company strategy, or the interpretation of the shareholders’ agreement can lead to shareholder disputes. Often, a dispute between shareholders or between shareholders and directors can severely impact the company, even threatening its survival. Therefore, resolving disputes promptly can be crucial. If consensus can’t be reached amicably, legal action may be the next step. Shareholder disputes can be presented through a special procedure at a Business Court or through arbitration or a dispute resolution mechanism. The solicitors at HAUT Legal are experienced in litigating at the Business Court of the Amsterdam Court of Appeals as part of this special procedure. In this procedure, at the request of shareholders or the company itself, an investigation is launched into the company’s policy and operations to steer the company in the desired direction.

Director's Liability:

As a director of a company, you act on its behalf. The primary assumption is the company being liable for its actions, not the director. This can change if you fail in your duties as a director. Yet, failing doesn’t immediately establish director’s liability. This is only the case if you can be seriously and personally blamed.

Mergers and Acquisitions:

Mergers, acquisitions, restructuring, or new partnerships require thorough preparation. Often, it’s a high-pressure process necessitating swift, informed decisions. The solicitors at HAUT Legal specialise in mergers and acquisitions and provide clear, practical advice on the legal ramifications of these decisions. During a merger or acquisition, we handle:

  • Drafting a letter of intent
  • Due diligence: preparation, coordination, and execution
  • Negotiations with buyer/seller
  • Legal advice on regulations
  • Drafting a purchase agreement and other contracts such as management or shareholder agreements

If necessary, we combine our expertise with other departments in our firm, such as employment or tax law. Almost all legal fields are represented within our office, with your primary contact remaining consistent throughout.

Corporate Law Solicitor:

Every entrepreneur can encounter various legal issues related to corporate law. It’s a vast field. Corporate law focuses primarily on private limited and public companies. However, there are also other types of legal entities that can be utilised in commerce. The most suitable structure for your business depends largely on its nature. Each legal form has its legal and economic consequences.

The corporate law solicitors and tax experts at HAUT Legal can guide and advise on:

  • Establishing partnerships and legal entities
  • Organising or restructuring your company
  • Drafting or amending by-laws
  • Legal issues about mergers, demergers, acquisitions, and sale of a business or parts thereof
  • Financing and restructuring
  • Insolvency law
  • Competition law
  • Contracts and general terms and conditions
  • Legal proceedings and arbitrations.

Do you have a legal issue?

We are happy to assist you. Feel free to contact one of our lawyers without obligation.

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HAUT Legal & Tax Advocaten
HAUT Legal & Tax Advocaten