Netherlands Antilles According to PLC Cross Border (Which lawyer?), Spigthoff Attorneys & Tax Advisers is one of two firms dominating the Netherlands Antilles market for international work, both on- and offshore. Spigthoff ranks high in corporate / M&A and dispute resolution. Martijn Welten, who specialises in corporate law, mergers & aquisitions and corporate litigation, is (highly)… Continue reading PLC CROSS BORDER LAW FIRM RECOMMENDATIONS
THE DISMISSAL OF A TRUSTEE IN BANKRUPTCY IN THE DUTCH CARIBBEAN
Dismissal not always at the sole discretion of the judge A Netherlands Antilles bankruptcy judge may at any time after having heard or after having properly summoned the trustee in bankruptcy, dismiss the trustee and replace him by one or more other trustees. This may be done at the request of the debtor, the trustee… Continue reading THE DISMISSAL OF A TRUSTEE IN BANKRUPTCY IN THE DUTCH CARIBBEAN
RIGHT OF SET-OFF UNDER DUTCH CARIBBEAN LAW
One of the most modern regimes in the world The legal concept of set-off may be defined as setting cross-claims off against each other to produce a single balance. For instance, if A were to have a claim against B for a sum of money, and B would have a cross-claim against A for a… Continue reading RIGHT OF SET-OFF UNDER DUTCH CARIBBEAN LAW
STRUCTURING TRANSACTIONS IN THE DUTCH CARIBBEAN, THE SKY IS THE LIMIT
Example: Parallel debt structures under Dutch Caribbean law In a parallel debt structure, a company (the borrower) acknowledges a debt to an appointed agent by promising to pay the agent an amount equal to the sum of the borrower’s obligations under the (syndicated) loan agreement with the lenders. Thus an independent, parallel debt is created… Continue reading STRUCTURING TRANSACTIONS IN THE DUTCH CARIBBEAN, THE SKY IS THE LIMIT
BANKRUPTCY AND INTEREST CLAIMS IN THE DUTCH CARIBBEAN
Bankruptcy vs non-bankruptcy claims There are special statutory provisions regarding agreed interest rates, for instance, in a contract between the creditor and a party who subsequently goes bankrupt, during a bankruptcy (faillissement) and moratorium on payements (surseance van betaling). It is explicitly stated in the Netherlands Antilles Bankruptcy Decree (Faillissementsbesluit 1931) that only the interest… Continue reading BANKRUPTCY AND INTEREST CLAIMS IN THE DUTCH CARIBBEAN
PLEDGING A REGISTERED CLAIM IN THE DUTCH CARIBBEAN
Disclosed vs undisclosed A right of pledge is a limited right, intended to provide recourse against the property subject thereto for a claim for payment of a sum of money, with preference over other creditors. A registered claim (vordering op naam) is a personal right to payment not to order or bearer. The difference is… Continue reading PLEDGING A REGISTERED CLAIM IN THE DUTCH CARIBBEAN
DUTCH CARIBBEAN LAW REGARDING CORPORATE AUTHORITY
Trade Register should be checked Netherlands Antilles law provides that, subject to restrictions laid down by the Netherlands Antilles Corporate Code or a corporation’s articles of association, the board of directors of a corporation shall be competent to represent the corporation, e.g. a limited liability company (NV or BV). In the event of the corporation… Continue reading DUTCH CARIBBEAN LAW REGARDING CORPORATE AUTHORITY
THE DUTCH CARIBBEAN PRIVATE FOUNDATION AND ITS SUPERVISORY DIRECTORS
Only natural persons may be appointed The articles of incorporation of a Private Foundation (PF) may provide, if so desired, that the authority of the board to make distributions is subject to the consent of the founder, a Supervisory Board or another body established within the PF e.g. an Advisory Board. It should be noted… Continue reading THE DUTCH CARIBBEAN PRIVATE FOUNDATION AND ITS SUPERVISORY DIRECTORS
TEXAS BILLIONAIRE ALLEN STANFORD ACCUSED OF FRAUD
Stanford fraud charges tricker panic Fraud charges laid against Allen Stanford sparked panic across the Caribbean. Stanford and his companies, among them Stanford International Bank Ltd. (a private offshore investment bank in Antigua), Stanford Group Co. and Stanford Capital Management LLC are subject to a fraud inquiry. According to The Daily Herald “The ripple effects of the “massive… Continue reading TEXAS BILLIONAIRE ALLEN STANFORD ACCUSED OF FRAUD
THE FORMATION OF A PRIVATE FOUNDATION IN THE DUTCH CARIBBEAN
Formation requires a notarial deed A Private Foundation (PF) is formed by a notarial instrument executed by a Netherlands Antilles civil law notary and registered in the Register of Foundations at the Chamber of Commerce. The articles of incorporation of the PF includes the name of the PF and the word PF (or a translation… Continue reading THE FORMATION OF A PRIVATE FOUNDATION IN THE DUTCH CARIBBEAN
THE OFFERING OF NOTES IN THE DUTCH CARIBBEAN
Only to licensed credit institutions Any Notes (including rights representing an interest in a Note in global form) that are offered as part of their initial distribution or by way of a re-offering in the Netherlands Antilles, shall, in order to comply with the Netherlands Antilles National Ordinance on the supervision of banking and credit… Continue reading THE OFFERING OF NOTES IN THE DUTCH CARIBBEAN
THE STRUCTURE OF A DUTCH CARIBBEAN FUND
It is easy and inexpensive to set up a SPV (Special Purpose Vehicle) From a legal point of view, establishing a fund in Curaçao is very attractive under the corporate law in force since March 1, 2004, whereby a private limited liability company (besloten vennootschap) can be established very quickly and flexibly. Virtually everything is… Continue reading THE STRUCTURE OF A DUTCH CARIBBEAN FUND