Share Premium Contribution Agreement Netherlands

The increase in the declared capital can be done by issuing new shares. Changes in the declared capital and the number of shares to be filed with the legal office are necessary. Effective by amending the articles of association that must be submitted to shareholders for approval. If the company has a board of directors, shareholders can build up authorized capital. In this case, the capital within the authorized capital may be increased by decision of the board of directors, without the need to amend the articles of association. By amending the articles of association, which require both the approval of the board of directors and a qualified majority of shareholders, and registration with the SCRO. Applies only to limited liability companies, public limited companies and limited partnerships, as only these companies have share capital. An increase in the share capital may be decided by decision of the general meeting or the general meeting. In the case of limited partnerships, all complementary companies must accept such an increase. Equity deposits without the issue of shares may also be paid into the capital deposit account of a S.à r.l. (account 115 “account of shareholders` contributions not remunerated by securities” of the Luxembourg account plan) linked to the shares of this company.

If the net assets of the public limited company have fallen below half of the share capital of the company as a result of the losses incurred, the general meeting must be recorded or recorded within two months at the latest to deliberate and decide on the dissolution of the public limited company. Please contact us if you would like more information or advice on increasing your share capital. The capital is divided into shares. The capital and the payment period are fixed by the statutes. In case of silence, the period will last five years. Otherwise, the ipso jure capital will be reduced to the amount already subscribed and paid. Capital contributions in a BV, for example. B in exchange for new shares or as bonuses for shares in cash or in kind, or the allocation of equity to a Dutch branch are not subject to Dutch (capital registration) tax. Increase in share capital subject to the approval of the general meeting. A company with share capital may increase its authorized share capital by decision of the shareholders at a general meeting by creating new shares at the level it deems appropriate. After an increase in the share capital, the company is required to submit the details of the capital increase to the local registry within fifteen days of the decision being taken. The additional contribution may be in monetary or non-monetary form.

It is not allowed to increase the chartered capital if the company owns its own shares. The share premium (Dutch: agio) is the amount paid on shares in excess of the nominal or nominal value of the shares. A cash deposit is the easiest way to finance equity. It usually only requires a shareholder decision and the proceedings can be closed within one day. Effective by amending the articles of association, which requires a majority of shareholders in accordance with the provisions of the articles of association. In the event of a capital increase, shareholders have a preferential right. . .