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Shareholders of Dutch Companies

Shareholders of Dutch Companies

Limited liability companies in the Netherlands are set-up as per the commercial law and by using the contributions of two or more shareholders. The individuals who choose to invest assets in a Dutch company have a series of rights for voting, drawing up agreements and being informed about the company’s evolution. They are also required to handle important company decisions.

Private limited liability companies and public limited liability companies in the Netherlands are the two types of companies that have shareholders. If you want to open a company in the Netherlands that falls under one of these two types you will need to know the basic shareholder’s rights

Shareholder’s rights in the Netherlands

The rights of a shareholder in the Netherlands can depend on the type of acquired shares. Although the typical shares of a company are common ones, the founders may specify that alternative shares are created.

Preference shares give the holder the right to have additional rights for profits or liquidation earnings. Similarly, priority shares give the holder certain special rights. Private limited companies can also have non-voting shares. Only public limited companies, the Dutch NVs can issue transferable shares.

The general rights held by a shareholder in the Netherlands include:

– voting rights;

– dividend payment rights;

– access to information about the company;

– ability to decide upon the liquidation of the company;

Shareholder’s duties in the Netherlands

The General Meeting of Shareholders within a Dutch company has a series of attributions. It can appoint an accountant in the Netherlands and, if necessary, can make a claim against a company director. The General Meeting has the important task of appointing the managing directors of a company. This is applicable both in the two-tier board system as well as in the one-tier board.

The agenda of the General Meetings includes a number of management issues. Our company formation agents in the Netherlands can give you complete information about the attributions that fall onto the shareholders.

Shareholders can enter into a special shareholder’s agreement when they can create special clauses regarding their co-operation, the corporate management of the company or the transfer of shares. Voting agreements can also be concluded.

For more information about corporate management and control please contact our company formation experts in the Netherlands.