Netherlands: Corporate/Commercial Law

This article examines the most common intellectual property legal red flags uncovered during due diligence in Dutch M&A transactions, including unclear ownership chains, missing IP assignment provisions...

Strategic buyers dominated Dutch public M&A in 2025, but ongoing geopolitical uncertainty and transformative forces like AI and the energy transition are reshaping the dealmaking landscape. Will strategic M&A continue to take center stage in 2026, or will private equity sponsors return with selective activity where they can bring genuine added value to target businesses?

Private investors and banks are increasingly willing to fund defense companies in the Netherlands, yet early-stage innovators face significant financing challenges due to structural tensions in government procurement...

The Dutch government has announced a significant shift in healthcare regulation, moving away from a fragmented prohibition on profit distribution toward a uniform 'cap-and-conditions' regime that will apply to all healthcare and youth aid providers. This new approach permits profit distribution up to a maximum percentage of invested capital, but only under strict conditions including quality standards, financial health requirements, and enhanced governance measures. The proposed changes also introduce tight

MiCAR introduces two distinct pathways for entities seeking to offer crypto-asset services in the EU: a comprehensive CASP license for new entrants and a streamlined notification procedure for already-regulated financial institutions. While the notification route promises faster market access, practical experience reveals that Dutch regulators demand the same rigorous documentation standards regardless of which path an applicant chooses.

EU banks now operate with stronger capital and liquidity positions following post-crisis reforms, but attention is shifting to how the framework functions in practice. Fragmentation within the single market, regulatory complexity, and the implementation of Basel III standards are emerging as central policy concerns. France, Italy and Spain are exploring ideas to facilitate cross-border banking activity while the European Commission reviews the sector's competitiveness.

Private investors and banks are increasingly willing to fund defense companies in the Netherlands, yet early-stage innovators face significant financing challenges due to structural tensions in government procurement...

The Dutch government has introduced a draft bill aimed at making employee participation through shared option schemes more tax-efficient for innovative start-ups and scale-ups

On March 18, 2026, the European Commission (EC) published its Proposal for a Regulation establishing a new corporate legal framework - "EU Inc.", which introduces a harmonized...

Strategic buyers dominated Dutch public M&A in 2025, but ongoing geopolitical uncertainty and transformative forces like AI and the energy transition are reshaping the dealmaking landscape. Will strategic M&A continue to take center stage in 2026, or will private equity sponsors return with selective activity where they can bring genuine added value to target businesses?

Dutch listed companies commonly deploy protective foundations as a defensive mechanism against hostile takeovers, granting independent boards the power to rapidly dilute bidder voting control through preference share issuance. This governance tool has gained widespread adoption among Dutch corporations and increasingly appears in international structures, offering companies crucial time to evaluate alternatives while maintaining strategic autonomy.

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