Netherlands: Changes for domestic and cross-border mergers, divisions and conversions
The Act provides for a legal framework for both outbound and inbound cross-border transactions.
Legal framework for both outbound and inbound cross-border transactions
The Dutch Mobility Directive Implementation Act—implementing Directive (EU) 2019/2121 and providing changes in the procedures for domestic and cross-border mergers, divisions and conversions—became effective 1 September 2023.
After years without formal legislation, the Act provides for a legal framework for both outbound and inbound cross-border transactions.
The Act also introduces additional measures to safeguard the position of creditors, employees and shareholders in cross-border transactions, including:
- Two-month extension of the period for creditors to oppose a transaction and ask the Dutch courts for further safeguards
- Mandatory fraud test by the Dutch notary
Read a September 2023 report prepared by the KPMG member firm in the Netherlands
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