Enterprise Chamber firmly intervenes in governance of the Reinier Haga Group

March 21, 2023

Stefan Holterman and Tom Dijkhuizen wrote an article for the Dutch legal journal Bedrijfsjuridische berichten on the Enterprise Chamber's judgment of 16 November 2022 on the (governance of the) Reinier Haga Group. In addition to a substantive discussion of this order, they discuss a number of insights that the order provides to practitioners.

Structure of governance in a far-reaching cooperation or merger process

An important lesson that can be drawn from the decision is that if (health care) institutions decide to enter into a far-reaching cooperation and/or merger, the governance should be organised in such a way that each individual management and supervisory body is (and remains) capable of taking independent decisions throughout the entire (merger) process. In addition, it follows from the decision that it is possible to request the appointment of specifically nominated officers as directors or supervisors (for the duration of the investigation).

Should you have any questions following the article (in Dutch), or wish to exchange views on governance within your organisation, please feel free to contact us.

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