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Clifford Chance

Clifford Chance

Briefings

Dutch Bill implementing revised shareholders' rights directive sent to Parliament

19 October 2018

On 16 October 2018, a Bill implementing the revised shareholders' directive was sent to Parliament. The objective of the revised shareholders' rights directive is to increase shareholder engagement in listed companies. Key changes relate to a company's remuneration policy, disclosure thereof and related party transactions. The directive must be implemented in Dutch law on 10 June 2019. We expect that the new rules must be applied as from 1 January 2020. The obligations in relation to related party transactions could also become applicable earlier in 2019, depending on the date of entering into force of the Bill. The directive applies to companies incorporated under Dutch law (NVs and BVs) whose shares are admitted to trading on a regulated market in the European Union. In this briefing the most important topics of the Bill and key changes to current legislation and market practice are explained. 

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