Reinier Russell

managing partner

Reinier advises national and international companies

reinier.russell@russell.nl
+31 20 301 55 55

Jan Dop

partner

Jan is a specialist in employment law and corporate law

jan.dop@russell.nl
+31 20 301 55 55

Esmée Bootsman

Lawyer

Esmée advises on corporate law, contracts and corporate litigation.

esmee.bootsman@russell.nl
+31 20 301 55 55

Corporate law

Russell Advocaten assists you in all facets of your day-to-day business operations. Whether it concerns the corporate structure of your business, disputes with shareholders, or directors’ or supervisory directors’ liability, our specialized lawyers have extensive experience and enjoy an excellent reputation.

Boardroom counseling
Russell Advocaten is highly experienced in providing boardroom advice. We advise both management and supervisory bodies (AvA, RvC, RvA, RvT). Our strategy is to avoid problems by offering our ideas to directors and supervisors and to prevent legal proceedings unless there is no other solution.

Do you need advice on any of the following?

  • Incorporation / corporate structure change of a BV/NV or partnership
  • Structure (in accordance with the articles of association)
  • Restructuring
  • Corporate governance
  • Corporate litigation
  • Right to institute an inquiry, dispute settlement procedure
  • Directors’ and officers’ liability (D&O)
  • Share issue and share transfer
  • Participation
  • Banking law and securities
  • Insolvency/Bankruptcy
  • Demerger
  • Joint venture
  • Merger and takeover, acquisitionCompetition
  • Supervisory board (RvC)
  • Director and major shareholder (dga)
  • Second opinion

More information on starting a company in the Netherlands can be found at our website www.startingabusinessnl.com.

Frequently Asked Questions

Our answers to frequently asked questions by entrepreneurs. Cannot find the answer to your question? Call us at +31 20 301 55 55 without obligation or send us an e-mail.

    • How do I set up a BV or NV?

      To start a private limited company (BV) or a public limited company (NV), you need to follow a number of steps. For example, you must have deed of incorporation drawn up and ratified, pay the minimum start-up capital into the company and register the company. The procedure for setting up a BV is very similar to the procedure for setting up an NV, but differs in one important point: the minimum start-up capital required.

      When setting up a company, it is important that the company is set up properly from the start. For example, the statutory structure and the internal cooperations must be given shape (e.g., shareholders must arrange mutual agreements in a shareholders’ agreement). To ensure that this is done correctly, it is advisable to engage a lawyer.

    • Is my company obliged to appoint supervisory directors?

      Large BVs and NVs – two-tier board companies – are obliged to appoint supervisory directors. They usually sit on a separate Supervisory Board (Raad van Commissarissen), but in a one-tier model they are non-executive members of the Board of Directors of the company. A company qualifies as a two-tier board company if it meets certain requirements.

    • When do I have to consult the works council?

      If a company has more than 50 employees, the management must ask for the advice or consent of the works council when taking a number of decisions. These include, for example, decisions on the transfer of the company or changes to a pension scheme. If the management does not ask the advice of the works council or does not (entirely) follow the advice of the works council, the works council can lodge an appeal against the decision.