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Belgian Company law reform: update

Belgian Company law reform: update

On 23 October 2018, the Belgian Commercial and Business Law Parliamentary Committee approved at a first reading stage the draft Law reforming Belgian Company law. The draft Law has now to be approved at a second reading of the Committee and then submitted to the plenary session of the Belgian ... Read More »

Belgian UBO register: complex structures – who is the ultimate beneficial owner?

Belgian UBO register: complex structures – who is the ultimate beneficial owner?

The Belgian Law of 18 September 2017 (the “Law”) implementing the 4th Anti-Money Laundering Directive of May 2015 (the “4th AML Directive”) has established the Ultimate Beneficial Owners Register (“UBO Register”) in which Belgian companies, non-profit organizations, foundations, trusts and other similar entities have to record their ultimate beneficial owners. ... Read More »

German Exporters: How To Control US Product Liability Risk

German Exporters: How To Control US Product Liability Risk

We frequently hear about product liability lawsuits before US courts in the media, but only the most bizarre and drastic cases seem to make the headlines. These are cases in which, for instance, plaintiffs claim enormous amounts of damages compensation. What happened? A particularly interesting and recent case is the ... Read More »

CORPORATE PHILANTHROPY GOOD PRACTICES  TAX REDUCTION OR DEDUCTIBLE EXPENSE  CORPORATE INTEREST PHILANTHROPY AND THE ADVENT OF MISSION-LED BUSINESSES

CORPORATE PHILANTHROPY GOOD PRACTICES TAX REDUCTION OR DEDUCTIBLE EXPENSE CORPORATE INTEREST PHILANTHROPY AND THE ADVENT OF MISSION-LED BUSINESSES

Corporate philanthropy is faring well, even though it is still a recent practice compared to philanthropy overall. In France, corporate philanthropy effectively stems from the law on corporate foundations adopted relatively recently, on 4 July 1990[1]. It is in fact quite significant to see how difficult it was for the ... Read More »

Amendments to regulations on notification of concentration clearance in Lithuania. Concentration clearance permits will be required less frequently

Amendments to regulations on notification of concentration clearance in Lithuania. Concentration clearance permits will be required less frequently

As from 1 January 2018 the intended concentration must be notified to the Competition Council of the Republic of Lithuania and its permission must be obtained where the combined aggregate turnover of the undertakings concerned in the business year preceding the concentration is more than EUR 20 mln. and the ... Read More »

The drittwirkung or the voluntary renunciation of the ‘right of veto’ of the shareholder affected by a statutory reform

The drittwirkung or the voluntary renunciation of the ‘right of veto’ of the shareholder affected by a statutory reform

‘As we said yesterday’ here [1], the General Directorate of Registers and Notaries (‘DGRN’) decided on December 4 on the registration criteria for the registration of drag along clauses and, therefore, on any modification of the Articles of Association that will impact on the rights and obligations of the dissenting ... Read More »

Company buyer liability in the event of continuation of the enterprise under the same name

Company buyer liability in the event of continuation of the enterprise under the same name

The liability based on the continuation of the company name by the company’s buyer is an often-overlooked particularity. Under German law this can have serious consequences for the purchaser. In a recent decision, the Higher Regional Court (Oberlandesgericht) of Hamm examined the question of whether the replacement of the first ... Read More »

The advisory board in family businesses

The advisory board in family businesses

An advisory board can make a valuable contribution to ensuring the quality and objectivity of business management. Approximately 60 percent of German family businesses have set up an advisory board. The Governance Code for Family Businesses (Governance Kodex für Familienunternehmen) recommends it. Why an advisory board? An advisory board is ... Read More »

Ruling from the European Court of Justice: per element approach allowed outside tax entity in cross-border situations with the EU

Ruling from the European Court of Justice: per element approach allowed outside tax entity in cross-border situations with the EU

The European Court of Justice (“ECJ”) rendered a ruling on 22 February 2018 concerning the Dutch tax concept of “tax entity”. It concerned the application of Section 10a of the Corporation Tax Act 1969 (“Vpb”) in relation to the freedom of establishment that applies in EU law. What is the ... Read More »

New European Insolvency Regulation

New European Insolvency Regulation

The new European Insolvency Regulation increases the chances for companies to avoid insolvency through restructuring using an autonomous approach. Innovations are available for SMEs as well as for corporations. In the European judicial system, insolvency proceedings have been coordinated and regulated based on the European Insolvency Regulation since 2002. Once ... Read More »

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