FINANCIAL SERVICES Securities Laws
PENSION FUNDS DNB/AFM
INVESTMENT MANAGEMENT AGREEMENTS
Securities Markets & Investment Firms
Our team provides legal assistance to investors (including hedge funds, private equity, institutional and strategic investors) in listed companies, investment banks, trading platforms, brokers, dealers and other investment firms. We assist market parties in complying with Dutch corporate and securities laws (e.g. mandatory takeover bids, listing rules, market abuse regulations, AIFMD and prospectus requirements, concerted action, notification and disclosure requirements) as well as MiFID-based regulations and forthcoming changes therein (MiFID2/MiFIR). We provide legal advice to hedge funds and other activist shareholders with respect to their investments in publicly traded companies. We further provide legal assistance with respect to capital markets transactions (equity and debt) and public takeover bids, focusing in particular on the midcap and smallcap market segments and listed investment funds. In the context of these transactions, we advise on applicable regulations, assist in drafting, reviewing and negotiating the documentation and generally provide legal work that requires in-depth knowledge, specialised skills and extensive experience. Our approach is to team up with external advisers for other aspects of the transaction, e.g. corporate finance advisers, tax advisers and law firms specializing in producing legal due diligence reports.
Our team members have been involved in a broad spectrum of corporate actions and transactions, including public-to-private transactions, friendly and hostile takeover bids and IPOs on NYSE Euronext Amsterdam. We have listed some selected matters. The list is limited to those that have been available in public sources prior to their publication here or those that can only be disclosed on an anonymous basis.
The EU is preparing a major overhaul of the existing regulatory framework for the financial markets and investment firms. The market anticipates changes to, among others, the Prospectus Directive, Market Abuse Directive, Transparency Directive and Markets in Financial Instruments Directive. In the meantime, the European Securities and Markets Authority (‘ESMA’) is playing an increasingly visible role as a regulator at the European level and a single European rulebook is likely to emerge within the coming years.