Fusie

A merger is a form of restructuring whereby two or more companies combine their organisations into a single new or existing legal entity. The procedure is governed by Book 2 of the Dutch Civil Code and requires, among other things, a merger proposal, approval by the general meeting and a notarial deed.

Mergers are relevant as they enable companies to realise economies of scale, reduce costs or strengthen their market position. At the same time, they may give rise to competition law scrutiny or affect material interests of shareholders and employees.

In practice, a merger is frequently overseen by notaries and legal advisors to ensure compliance with all statutory formalities and to mitigate risks such as liability or disputes.