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The Minister of Justice has indicated that the target date for
entry into force of this Bill is 1 July 2012. The starting point is
that the new provisions will immediately apply from that date. The
Implementation Act contains some special transitional provisions
setting deadlines with regard to the amendment of articles relating
to the shareholders' registers, rights of depositary receipt
holders to attend meetings, and managing directors' absence or
inability to act. The Chambers of Commerce are in charge of
providing information on the new private company rules.
The Minister has commented on the new provisions in the Bill
that require board approval for resolutions to pay dividends and
has stated that this will not result in greater liability on the
part of directors. The new provisions are based on existing case
law.
The Minister of Justice has indicated that he intends to make a
start this year on modernisation of the law relating to
public companies (NVs). As part of this, he will review
the current distinction between private companies (BVs), non-listed
NVs and listed NVs. The review will also address the subject of
bearer shares.
The content of this article is intended to provide a general
guide to the subject matter. Specialist advice should be sought
about your specific circumstances.
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Business Owners often ask whether a contract that their company is entering into can in fact take effect from an earlier date compared to the date on which it is to be signed by the parties.
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