Over the past months, you followed our five-part series on the Top 5 Legal Due Diligence Findings in Dutch M&A Transactions, from change of control clauses in part one through to the real estate red flags in the final part. Thank you for reading along.
We have now brought all five parts together in a single guide for you to keep on your desk for your next transaction.
What is inside:
- Change of control clauses: content and impact of these boilerplate clauses
- Articles of association: outdated articles, quality requirements, blocking arrangements, mandatory offer provisions and restrictions on pledging shares
- Employment: requalification risk, informal or undocumented arrangements with management, gaps in contractual protections and the critical role of works councils
- Intellectual property: unclear ownership and defects in title, missing IP rights provisions in agreements with employees or contractors, trade secrets, unregistered rights and pre-filing disclosure risks and restrictive provisions in license agreements
- Real estate: absence of written lease documentation, unauthorised subletting arrangements and change of control provisions in lease agreements
Download the guide
Please feel free to share it with your deal team and please do not hesitate to reach out to our contacts if you have any questions. We are happy to assist you with your next M&A deal!