Law Firm VanEps Kunneman VanDoorne

Corporate

The legal structure of an organization serves a purpose. How is your organization structured? And what are the drivers that organize it in this way – or should it be organized differently and be restructured? Acquisitions, globalization, privatization, liberalization and rules of good governance and compliance often drive entrepreneurs and non-commercial organizations into the arena of corporate law (i.e. Book 2 of our Civil Code).

But what are the consequences for your strategic policy? How can you continue to build on your success?

The majority of large companies in the Dutch Caribbean region conduct business at an international level. In addition, many offshore companies are based in this region and are regularly involved in international acquisitions and restructuring. Finally, a substantial number of smaller companies are domiciled in this region, conducting business at a regional or local level only.


Depending on the client, we help in drafting and implementing effective strategies to build our clients’ businesses. As a result, VanEps Kunneman VanDoorne regularly assists in:

  • Acquisitions, for example by means of controlled auctions;
  • Privatization of public companies – demanding specific knowledge of administrative law, for example, but equally important, also requiring political sensitivity, diplomacy and tact;
  • Corporate governance issues, especially following the introduction of new laws regarding legal entities, has meant the implementation of stricter liabilities for company directors, officers and supervisors and as a result this specialty has increased notably. We advise management boards and supervisory bodies of most of the large companies and (governmental) institutions in the region on a regular basis;
  • Litigious corporate work.
International transactions are often led by law firms in other relevant jurisdictions. This often entails close cooperation with other lawyers.

In such cases, the role of VanEps Kunneman VanDoorne includes providing the principals with information on the laws and regulations of Aruba, Curacao, St. Maarten and the BES islands (Bonaire, St. Eustatius and Saba) and advising on and drafting of the required contract documentation. For the local work in Surinam, especially in this industry, we work closely with a reputable local firm.

When assisting companies directly, our work ranges from drafting letters of intent and takeover contracts, to final negotiations on the terms of the takeover. In most cases, an important part of the process is the so-called due diligence investigations.

When acting for an intended buyer, we collect information on the company to be acquired, enabling the client to arrive at an informed opinion of the legal status and the risks of the potential purchase.

When our client is the seller, it is important to organize the due diligence investigation in such a way that it interferes as little as possible with normal business operations. We also ensure that the seller discloses all information essential for the transaction.

VanEps Kunneman VanDoorne clearly has the experience, know-how and skills to satisfy the high level of requirements that corporate advice in general demands. With in-depth industry expertise and an outstanding regional and international reputation, our Corporate team leads the pack. In the 2011 edition of Practical Law Company’s PLC’s Mergers and Acquisitions, VanEps Kunneman VanDoorne is the undisputed market leader  in the region while, with three recommended partners in this field – by far the most of any firm in the Dutch Caribbean – we feel confident in stating that we are the best firm to assist you. 
 
Recently we have assisted:
  • Alternative energy resources players on legal structures
  • Cinemark regarding all the aspects of the opening of the new movie theatre at shopping mall Sambil in Curacao; from establishing the corporate structure to the registration of the Cinemark trademark
  • Columbus Networks in the acquisition of a local legal entity, including the license for a television broadcasting station pursuant to which offering of internet, telephone and television will be possible
  • Fondo de Valores Inmobiliarios as their legal advisor in relatio to corporate issues, real estate and employment regarding the developer of Blue Mall in St. Maarten.
  • Hotel management company Barceló Group with the acquisition of Occidental Hotels Management in Aruba, including a due diligence and the drafting of the transaction documentation.
  • Pharmaceutical Industries Limited in relation to its US $5 billion offering of three, five and ten-year bonds, through among others 2 Curacao subsidiaries
  • Refineria di Korsou (Curaçao Oil Refinery) as part of a government appointed working group that advises on the ‘Future of the Refinery’ program in Curaçao.
  • Republic Bank in the USD 45.3 mln. acquisition of RBC Royal Bank in Suriname, which included an extensive due diligence covering an onsite and data room review and a complete legal review of bank forms.
  • The purchaser in the USD 237 million acquisition of the Marriott Hotel on Aruba
  • Various clients in corporate related matters (including (re)structuring of corporate entities, shareholder disputes and finance/banking related matters)
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