08510248534941-amodernminimalistdigitalquillpenicondesign-1780911727549-17809118125849.png

articles

The share purchase agreement (SPA): a practical guide to business acquisitions

A business acquisition is a complex transaction with a lot at stake. The purchase agreement, also known as a share purchase agreement (SPA), forms the legal core of such an acquisition. This agreement not only governs the transfer of shares and the purchase price, but also allocates risk, sets out warranties, and determines what happens if things do not go as expected. For both buyers and sellers, it is crucial to understand how an SPA works, what mechanisms it contains, and where the pitfalls lie. This blog offers a comprehensive guide to the world of the SPA, from the first steps to common dispute points and lessons from case law.

21.08.2026

Due Diligence in Acquisitions: A Legal Checklist (2026)

At every business acquisition, one crucial question arises: who is responsible for what? Must the seller disclose everything, or must the buyer do the research themselves? That tension between the duty to disclose and the duty to investigate often determines the difference between a successful deal and a legal battle afterward. Due diligence — the preliminary investigation into the target company — is at the center of that balance. In this article, you will read what due diligence actually involves, how the law divides responsibilities between seller and buyer, which rules of thumb the courts apply, and how to set up a proper investigation in practice. We also discuss a concrete case and provide a useful checklist.

07.08.2026

Why an LOI Is More Than Just a Casual Flirt

When entrepreneurs and investors find each other, the real work only just begins. A Letter of Intent or Term Sheet marks the start of serious negotiations — but how binding is such a document, really? And when can a party no longer simply walk away? A practical guide to the legal pitfalls of dealmaking.

24.07.2026

DORA: the digital backbone of the financial sector

Today the entire financial sector runs on ICT: payments, trading, lending, and investment services are fully dependent on stable digital systems. Because of the strong interconnectedness of more than 22,000 financial entities, local incidents can spread across borders at lightning speed, leading to large-scale disruptions and loss of confidence in the system. After the 2008 economic crisis, the focus was mainly on capital and solvency, while the digital infrastructure received relatively little attention.

13.03.2026

Registered in the IVR or EVR: The legal boundaries of incident registration by banks

Most payment traffic in the Netherlands now takes place electronically. Virtually every resident has a bank account and uses a debit card, mobile banking app, or internet banking on a daily basis. Dependence on banking services is therefore great. Without access to payment traffic, full participation in social and economic life is practically impossible

17.01.2026

FinTech and financial supervision: Digital payment services

In the dynamic world of financial technologies (FinTech), digital payment services have become a daily occurrence. Paying online via, for example, iDeal, Tikkie or Paypal. These services, ranging from digital wallets to entire online payment platforms, have dramatically changed the way people manage money and make payments. Although this makes online payments easier, it has actually only become more complicated from a legal point of view.

06.06.2024

The basics of business law for entrepreneurs and small business owners

As an entrepreneur or small business owner in the Netherlands, understanding business law is essential to establishing and growing your business on a solid legal footing. While the law can seem intimidating at times, it doesn't have to be. In this knowledge blog, we will explore the basics of business law and discuss some key considerations to keep in mind.

05.06.2024

The importance of contract negotiations and the lawyer's role

Contract negotiations are critical when drafting an agreement between two parties. An agreement should clearly set out the mutual obligations and rights of the parties and should form the basis for cooperation. Below are some of the reasons why contract negotiations are important and what role a lawyer plays in this.

25.09.2023

Thorough due diligence research on business acquisitions

The path to a successful business acquisition is littered with opportunities and risks. One of the most important steps in this process is to conduct a thorough due diligence investigation. Conducting due diligence on a business acquisition is essential to identify risks and establish the value of the company. To do this, an experienced lawyer or due diligence team should take a structured approach and conduct a thorough analysis of the various aspects of the business, including: the financials, contracts, properties, employees, and compliance.

15.09.2023

The legal world of restructuring

Companies in the modern business world must constantly adapt and transform to remain relevant. One of the most powerful strategic moves by enterprises is corporate reorganizations and restructuring. However, these initiatives are not merely business decisions; they are infused with complex legal implications that require attention and understanding. In this knowledge blog, we delve deeper into the legal world of restructuring.

08.09.2023

The rescue of Credit Suisse

The transaction between Credit Suisse and UBS has been in the news a lot lately. But what exactly happened? And what role has the resolution legislation played in this? In this article I explain the European legal framework for the resolution of systemically important banks, and then discuss the situation in Switzerland. I describe how the M&A transaction took place and assess the possible consequences for legal certainty. This article is a brief legal elaboration on the rescue of Credit Suisse.

12.04.2023