Liability of Dutch companies’ directors and supervisory directors living abroad

Publication

14 July 2017

In May 2017, the Dutch handbook for liability of directors and supervisory directors (Dutch title: Aansprakelijkheid van bestuurders en commissarissen; nadere terreinverkenning in een uitdijend rechtsgebied) was published. This handbook is part of the series published by the well known Van der Heijden Institute of the Radboud University in Nijmegen. The book gives a complete overview of this area of the law, including from a corporate law, property law, insolvency law and private international law perspective. The chapter authored by attorney at law Roderik van Hees addresses the international and interregional jurisdiction of Dutch courts in matters concerning the liability of directors and supervisory directors of Dutch companies living abroad. It is also relevant in matters concerning the liability of directors and supervisory directors brought before the courts of Aruba, Curaçao, St. Maarten and the BES-islands.

Roderik has published on this subject before. For example, in 2015, he commented on the judgment of the Court of Justice of the European Union in the case of Holterman Ferho et al. versus Spies von Büllesheim (JBPr 2015, 55). In that judgment it as, amongst others, decided whether a director of a company living abroad can invoke the protective provisions in the Brussels I Regulation (EEX-Verordening) for employees, in case the director has carried out its duties on the basis of an employment agreement with the company (instead of, for example, on the basis of a management agreement). In his commentary, Roderik elaborates on this issue and also discusses some yet unanswered questions. Furthermore, Roderik recently commented on the judgment of the Netherlands Supreme Court of 3 February 2017 (JBPr 2017, 34), which is the sequel of the judgment of the Court of Justice of the European Union.

Roderik’s chapter in the handbook not only extensively addresses the jurisdiction rules laid down in the (revised) Brussels I Regulation, he also elaborates on the Dutch Code of Civil Procedure, the Lugano Convention, the Insolvency Regulation and the Hague Convention on Choice of Court Agreements. Furthermore, he provides an overview of  the, sometimes difficult to answer, question which of these sets of rules is applicable in a given situation.