March 28, 2019
On 21 March 2019, the Belgian Parliament has approved a draft Law which applies the rules on unfair contract terms to B2B contracts. Previously this type of legislation had only applied to B2C contracts. What is a B2B unfair term? Applying the same test as for the B2C relationship, the ... Read More »
by: CEW & Partners
March 4, 2019
On 28 February 2019, the Belgian Parliament has finally approved the draft law introducing the new Companies and Associations Code. The law effects a rationalization and modernization of Belgian company law including, inter alia, the reduction of the number of categories of companies from 17 to 4, the adoption of ... Read More »
by: CEW & Partners
February 1, 2019
In previous Brexit articles written by our fellow colleagues, the loss of freedom of establishment has already been discussed. The loss of freedom of establishment between the Netherlands and the United Kingdom might also have adverse consequences in the area of company law, for example with regard to mergers and ... Read More »
November 1, 2018
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 »
by: CEW & Partners
October 17, 2018
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 »
October 1, 2018
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 »
August 6, 2018
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 »
by: Delsol
August 3, 2018
Initiating and conducting a philanthropic project imply strategic choices in terms of governance, durability and tax treatment, in order to give legal effect to the intentions of the founding philanthropist. Philanthropy and economics increasingly share a project rationale, which involves defining the approach to be taken to improve the chances ... Read More »
by: Delsol
August 1, 2018
Due to a recent Supreme Court decision, internet sellers may now be required to collect and remit sales taxes in states in which they have no physical presence. In the landmark case of South Dakota v. Wayfair, Inc., decided on June 21, the Court overturned its prior decisions that had ... Read More »
May 23, 2018
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 »
by: LEXTAL
April 17, 2018
Companies with more than 500 employees must report now not just on financial matters. They must now also report on how they respect the rights of their workers, protect the environment and fight corruption. The law on the Implementation of the Corporate Social Responsibility Directive (CSR) came into force on ... Read More »
April 9, 2018
A management buy-out is the transfer of a company to its (managing) employees or management. It is therefore an interesting instrument for both the current owner and the successor when it comes to small and medium-sized enterprises. In particular in family-owned companies, where there is the lack of an heir ... Read More »
by: Buse Heberer Fromm
April 6, 2018
‘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 »
by: Adarve Abogados SLP
April 3, 2018
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 »
by: Buse Heberer Fromm
March 30, 2018
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 »
by: Buse Heberer Fromm
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