This is the Netherlands Update, an initiative of De Brauw's London office. The Netherlands Update highlights recent developments in Dutch financial, capital markets and corporate law. Where applicable, deep links are provided to guide you to further background information.
Easing of reporting and documentation requirements for certain mergers and divisions
A bill easing a number of reporting and documentation requirements for certain mergers and divisions came into force on 1 July 2011. The bill implements EU directive 2009/10/EC.
Another bill, also aimed at reducing the administrative burden on companies, came into effect on the same date. Companies can now place a merger or division proposal on the Trade Register's website, as an alternative to filing documents with the Trade Register.
Dutch Central Bank issues policy on application of EBA guidelines
The Dutch Central Bank has published a policy guideline explaining which European Banking Authority guidelines and standards it uses as a basis for interpreting certain provisions of the Financial Markets Supervision Act (FMSA) and further regulations in the Netherlands, including the Prudential Rules Decree FMSA.
The new policy thus links a number of EBA guidelines to the various prudential supervision rules in the FMSA and further regulations.
ECJ interprets market manipulation in IMC v AFM following referral by Dutch court
Bringing about an abnormal or artificial price level is sufficient for the ban on market manipulation to apply. It is therefore not relevant whether the price immediately returns to its natural level or only after a certain period. This follows from a recent preliminary ruling of the Court of Justice of the European Union (ECJ) on the interpretation of market manipulation in the Market Abuse Directive. The ruling followed a referral by the Administrative Court for Trade and Industry in the Netherlands in proceedings between IMC Securities B.V. and the Netherlands Financial Markets Authority (AFM).
In its ruling, the ECJ looked at the interpretation of Article 1(2)(a), second indent, of the Market Abuse Directive (incorporated in the Netherlands in section 5:58(1)(b) of the FMSA). Given the need of uniform application, the ECJ's interpretation has a direct bearing on how the Dutch provision is to be applied.
The ECJ ruled that Article 1(2)(a), second indent, must be interpreted as not requiring, in order for the price of one or more financial instruments to be considered to have been fixed at an abnormal or artificial level, that that price maintains an abnormal or artificial level for more than a certain duration
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