Newsletter Vestius June 2022

Transparent and predictable working conditions as of 1 August 2022

As of 1 August 2022, the European Directive on Transparent and Predictable Working Conditions will be enacted in the Netherlands. What will change for employers? Read all about it in this article.

For information or advice on this subject please contact Lise van den Heuvel or Puck Keurentjes.

Merger control in acquisitions: ACM notification duty subject to a penalty

The Mededingingswet (Competition Act) provides that the formation of a concentration must be reported to the ACM in certain cases, which is known as the notification duty. In practice, these rules appear to be subject to interpretation or are forgotten. This recently gave rise to a fine of €1.85 million imposed by the ACM. We take a closer look at the notification duty in this article.

Please contact Helger Kamerman or Lusine Shahbazyan for further information or advice on this subject.

The special duty of care when providing information to an external shareholder

If the trust between director-shareholders and external shareholders has been damaged, a conflict about the provision of information (among other things) is imminent. Does an external shareholder have the right to be informed in that case and how can disputes on this issue be avoided? Those questions are answered in this article.

Please contact Sander Pieroelie or Sabine Chan for further information or advice on this subject.

The Heiploeg ruling: the pre-pack appears to have made a come-back

The European Court of Justice (“ECJ”) recently issued a ruling in the Heiploeg case. The central question in those proceedings was whether the Dutch pre-pack procedure meets the conditions for an exception to the regulations on the transfer of an undertaking. This appears to be the case, and the pre-pack therefore appears to have made a come-back. The pre-pack and the Court of Justice’s ruling are addressed in this article.

Please contact Bart de Vroe for further information or advice on this subject.

Defence against outdated employee claims (ECLI:NL:GHAMS:2022:1063)

The obligation to complain under Article 6:89 of the Dutch Civil Code appears to play a role in the law of obligations in particular. Recently, however, the Amsterdam Court of Appeal rendered a judgment which demonstrated that the obligation to complain may also play a role in employment law. A claim filed by former employees regarding the payment for a large amount of overtime was dismissed when the obligation to complain was successfully relied on. This article explains how the Court of Appeal arrived at this judgment.

Please contact Michiel van Haelst for further information or advice on this subject.