Karel’s Legal Blog

Statutory requirements for keeping documents
For Netherlands Antilles tax purposes and according to the General Ordinance on National Taxes (this law contains general rules applicable to the income tax, wage tax, profit tax, ship registration tax, conveyance tax, inheritance and transfer tax, ground tax, turnover tax {St. Maarten} and sales tax) there are some statutory requirements [...]

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Bearer shares versus registered shares
There are no legal restrictions as to the transfer of shares of a company. According to corporate law, the articles of association of a company may provide for certain restrictions.
Regarding registered shares, a share transfer deed has to be entered into between the transferor and transferee. In addition, for a duly [...]

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Product liability can be based on tort or breach of contract
Product liability is about the liability of manufacturers of any product for damage caused by that product. A product is defective if it does not provide the level of safety that the community generally is entitled to expect. Product liability can be based on a [...]

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A lawyer’s letter is for the purpose of reviewing management’s evaluations regarding claims
The management board of a Netherlands Antilles company has a duty to account to the shareholders’ meeting, which is embodied in the duty to draw up and submit the annual accounts and annual reports to the shareholders’ meeting. The general meeting (or another [...]

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Squeeze out measures can rather easily be enforced
A shareholder who owns ninety five percent or more of the issued capital of a Netherlands Antilles company may initiate legal proceedings to require all of the other shareholders to transfer their shares to them (’uitkoopregeling’). The articles of association may provide for a lower percentage, provided it [...]

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Tax issues should be addressed
Suppose your company has formed a non-distributed profit reserve. You may choose to distribute it as regular dividend. Alternatively, your company could issue new, so-called ‘bonus’, shares to you, which would as it were be paid-up from the non-distributed reserve. Such conversion might qualify as a (deemed) distribution of dividend, as [...]

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There is a duty of confidentiality on banks not to disclose customer information
Bank secrecy rules protect the confidentiality of customer data. Customer data is any information relating to an identified or identifiable customer. Bank secrecy rules apply to all information relating to any banks business or information which the bank obtains in the course of [...]

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The balance sheet and profit & loss account must be retained in paper form
The Netherlands Antilles Civil Code requires a company to keep its accounts and retain relevant data in such a manner that its obligations can be known at all times. This obligation to ‘keep and retain’ has to be met in such a [...]

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List of the World’s Leading Lawyers
Chambers & Partners has compiled their independent and objective list of the World�s Leading Lawyers based on comments gathered from thousands of interviews with clients and lawyers. This guide � which is designed to reflect market opinion � contains a view of the firms and attorneys / tax advisers who [...]

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We all need negotiation skills
What do Presidents, housekeepers, attorneys, kids, CEOs and second hand car dealers have in common? They all negotiate in order to get what they want.
Negotiating your way through life. It all starts when you are born. A baby’s negotiating power comes from his mouth; when used by adults it is described [...]

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