Doing Business in the Netherlands 2012 - American Chamber of ...

Doing Business in the Netherlands 2012
legally submitted by a shareholder that is subject to voting during a
forthcoming general meeting.
Similarly, Issuing Institutions would become subject to an ongoing
obligation to disclose their strategy (and any change in it) on their
website. Following the holding of a general meeting, Issuing
Institutions would be obliged to publish the outcome of the voting on
their website.
In addition, it is contemplated that a new threshold of 3% percent for
the disclosure of major holdings in Issuing Institutions be introduced.
Also, when reporting a major holding in an Issuing Institution for the
first time, shareholders would be subject to an obligation to also
disclose their intention as to the strategy followed by the relevant
Issuing Institutions.
The explanatory note to the legislative proposals does not set out
when the new rules will come into force.
22.2.7 Undertakings for Collective Investment
Pursuant to the FSA, participation rights in an undertaking for
collective investment may be offered in the Netherlands only if (the
management company of) such undertaking has been granted a license
by the AFM. An undertaking for collective investment is an
investment company or a unit trust that solicits or obtains moneys or
other goods for collective investment in order to allow the holders of
participation rights to share in the returns of such investment.
A license to operate as (management company of an) undertaking for
collective investment in or from the Netherlands may be obtained
from the AFM if certain financial, administrative, organizational,
integrity and expertise criteria are met. An exemption from this
license requirement applies if, for example, the participation rights are
exclusively offered to and any moneys or goods are obtained
exclusively from, “qualified investors” as defined in the FSA or if
such offer targets less than one hundred investors in the Netherlands,
Baker & McKenzie 243