KAREL FRIELINK NEW FRAUDNET MEMBER

Global network that can help victims

 

Karel Frielink has been appointed member of FraudNet for all six islands of the Dutch Antilles. FraudNet is a worldwide network of lawyers specialized in asset tracing and recovery. Set up in 2004 by the anti-crime arm of the International Chamber of Commerce, FraudNet currently numbers 70 members present in 62 countries, providing victims of fraud with the possibility of retaining the best asset recovery professionals in the targeted jurisdictions.

Following strict criteria set by its member-elected Standards and …
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17
Feb 2015
CATEGORY

Legal

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ICC FRAUDNET

The leading specialist international network of fraud and asset recovery lawyers

Organized and operating under the auspices of the Commercial Crime Services of the International Chamber of Commerce (ICC), FraudNet is a 24/7 international rapid deployment force that pries open the vault of bank secrecy and helps victims locate and recover their stolen assets with the same cyber powered speed, stealth, reach and proficiency as the most sophisticated global fraud network.

Fraudsters meet their match in FraudNet’s experienced team of civil asset recovery lawyers, investigators and forensic accountants, who creatively wield their own sophisticated legal and investigative tools to trace …
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13
Feb 2015
CATEGORY

Legal

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OFFERING SECURITIES FROM CURACAO AND ST. MAARTEN

About the obligation to publish a prospectus

The legal regulations in connection with the law providing for financial supervision are materially identical in Curaçao and Sint Maarten. For convenience sake we will mainly refer to Curaçao below.

The search for a prospectus requirement in the law on supervision will be in vain. The National Ordinance on the Supervision of Investment Institutions and Administrators (Landsverordening toezicht beleggingsinstellingen en administrateurs: ‘Ltba’) prohibits everybody in Section 3 subsection 1 from asking or obtaining in or from Curaçao funds or other assets in order to participate in an investment institution – which has not …
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11
Feb 2015
CATEGORY

Finance

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STATUTORY FRAMEWORK FOR PROSPECTUS LIABILITY (II)

The Netherlands, Curaçao, St. Maarten and the BES-islands compared

The Netherlands

In the Netherlands there is a two-track law concerning prospectus liability as professor L. Timmerman calls it. There are two sets of rules supplementing the general doctrine of the wrongful act (Section 6:162 of the Dutch Civil Code (‘BW-NL‘):

  • the rules with regard to misleading and comparative advertising (Sections 6:194 – 6:196 BW-NL) and
  • the rules with regard to unfair commercial practices (wet oneerlijke handelspraktijken) (Sections 6:193a – 6:193j BW-NL)
  • 1. Misleading and comparative advertising (B2B)

    Section 6:194 subsection 1 BW-NL:

    “A person who with regard to goods or …
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    30
    Mar 2014
    CATEGORY

    Finance

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    STATUTORY FRAMEWORK FOR PROSPECTUS LIABILITY (I)

    The Netherlands, Curaçao, St. Maarten and the BES-islands compared

    That a prospectus must be approved (in the Netherlands and the BES Islands by the Authority for the Financial Markets, and in Curaçao and Sint Maarten by the Joint Central Bank of these countries) does not guarantee that the prospectus is not misleading. Therefore approval by the regulator does not entail a guarantee. The approval can be considered as an administrative approval contributing to better quality and more uniformity of the prospectuses.

    A prospectus is an offer or an invitation to make an offer directed to the general public or to …
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    26
    Mar 2014
    CATEGORY

    Finance

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    WHEN IS A PROSPECTUS REQUIRED?

    The Netherlands, Curaçao, St. Maarten and the BES-islands compared

    The Netherlands

    The legal system in the Netherlands has a European origin. We will not discuss this further here.* Chapter 5.1 of the Dutch Financial Supervision Act (Wet op het financieel toezicht: ‘Wft’) includes the rules for offering securities.

    Section 5:2 Wft stipulates:

    “It is forbidden in the Netherlands to offer securities to the general public or to allow securities to be traded in a regulated market situated or operating in the Netherlands unless – with regard to the offering or the admission – a prospectus is generally available which has …
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    23
    Mar 2014
    CATEGORY

    Finance

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    PROSPECTUS LIABILITY AND PRIVATE INTERNATIONAL LAW

    The Netherlands, Curaçao, St. Maarten and the BES-islands

    The Netherlands

    Since 11 January 2009 Rome II* has been applicable in the Netherlands with regard to the applicable law on non-contractual obligations. Rome II is not applicable in Curaçao, St. Maarten, Aruba and the BES Islands. This observation obviously does not exclude a certain reflex effect.

    Rome II applies to events causing loss occurring after 11 January 2009 (Section 31 Rome II). Non-contractual obligations, insofar as they are relevant here, involve obligations arising from (legal) obligations to pay compensation pursuant to a wrongful act (tort).

    In my opinion prospectus …
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    20
    Mar 2014
    CATEGORY

    Finance

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    PROSPECTUS LIABILITY IN THE NETHERLANDS

    World Online is the landmark case

    Undoubtedly the most important ruling with regard to prospectus liability is the ruling of the Dutch Supreme Court (Hoge Raad) in the case of World Online (WOL) of 27 November 2009 (JOR 2010, 43 with annotation by Karel Frielink).

    World Online was a European Internet Service Provider and its Initial Public Offering (IPO) in 2000 proved a disaster. According to the Dutch newspaper NRC Handelsblad of 22 July 2000: “World Online had all the ingredients to become a conflagration with prices going through the roof, as they say in stock exchange folklore.”

    After the …
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    18
    Mar 2014
    CATEGORY

    Finance

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    DE ZORGPLICHT VAN PROFESSIONELE PARTIJEN

    Naleving van de zorgplicht is een vorm van risicobeheersing

    Google het woord ‘zorgplicht’ en constateer dat je dit begrip in relatie tot uiteenlopende onderwerpen tegenkomt: sport, kinderopvang, leerlingen, cliënten, werknemers, gevangenen, afvalwaterzorg, krijgsgevangenen, hemelwaterzorg, huurauto’s, grondwaterzorg, bancaire en financiële dienstverlening, enz. enz. enz.

    Ons recht is met de zorgplicht doordrenkt. Dat is niet iets van de afgelopen jaren. Een begrip als de ‘zorg van een goed huisvader’ treffen we al eeuwen aan. En die zorgplicht betreft, zoals we al zagen, allerlei uiteenlopende situaties. Ik noem er nog een paar: de zorg van een goed vruchtgebruiker, de zorg van de arts …
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    13
    Mar 2014
    CATEGORY

    Finance

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    DIRECTORS’ LIABILITY REVISITED

    People keep asking questions about this topic

    Generally, in Curaçao (as well as in Aruba, St. Maarten and the BES islands) liability may arise in the event a managing director is found to be seriously negligent (‘hem een ernstig verwijt kan worden gemaakt’) in fulfilling his tasks as member of the management board of a legal entity (NV, BV, foundation or association).

    Section 2:8 subsection 3 of the Curaçao Civil Code (‘CCC‘) provides that in performing its duties the management board is focused on the interest of the legal entity and its associated business operations, insofar as they exist. This …
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    10
    Mar 2014
    CATEGORY

    Corporate

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    INSOLVENCY AND LIABILITY

    Not (or late) filing for bankruptcy

    In Curaçao, there is no statutory obligation for managing directors of a company to file for the bankruptcy of the corporation. Therefore, managing directors are not responsible to the creditors for damages sustained by them as a result of any ‘late’ filing for bankruptcy. There is no such obligation for shareholders of a corporation either.

    However, creditors of the corporation may hold a director liable on the basis of tort if he entered into a transaction on behalf of the corporation while he knew, or should reasonably have known, that the corporation would not …
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    13
    Sep 2013
    CATEGORY

    Corporate

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    LEGAL ACTION AGAINST A CURACAO TRUSTEE

    Who can bring an action?

    If the trust assets have been prejudiced, the action can be brought by any co-trustee. Unless provided for to the contrary in the trust deed the action can also be brought by a protector or beneficiary on the understanding that the compensation is paid as soon as possible to a Trustee not being the Trustee who violated his duties (Section 3:143 subsection 4 Curacao Civil Code {‘CCC’}). The question is to whom the protector has to pay the compensation if there is no co-trustee. This question is not answered in legislation, but in practice in …
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    22
    Nov 2012
    CATEGORY

    Legal

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