You are here:
08 June 2021 / news

Trend report: Board observers in Dutch companies

Investors commonly seek board representation to monitor the companies in which they participate. In that respect, we are seeing an increase in the use of so-called ‘board observers’ in Dutch companies. Typically, these are investor representatives that take on a monitoring or advisory role at board level without being formally appointed as a director or officer of the company.

Loyens & Loeff Trend report June 2021

Absent a statutory basis for board observers, parties have significant freedom in determining the role and position of board observers on boards of Dutch companies. Dutch doctrine on board observers has not (yet) seen significant development and consequently limited guidance is available. In our experience, parties tend to take inspiration from the more developed US or UK precedent when installing a board observer in Dutch companies. For illustrative purposes, we set out several use cases regarding board observers and share our considerations when opting to use board observers in the governance of a Dutch company.

We expect to see a further increase in the use of board observers in the Netherlands, especially by private equity and venture capital investors. The more well-established these board observers become, the more likely this is to impact Dutch corporate governance standards. This may help develop a more established market practice and doctrine on the role and composition of board observers for Dutch companies.

Want to learn more? A trend report in which we share our thoughts on how this development may impact Dutch corporate governance standards, is freely available below.


Should you have any further questions on how this development may impact Dutch corporate governance standards or do you feel that the described trend could be applicable to your specific situation, please do not hesitate to contact our corporate governance and litigation experts for tailor-made advice. 

L&L Luxembourg advised on Sani/Ikos group notes issuance

We assisted the initial purchasers with the debut offering by Sani/Ikos Financial Holdings 1 S.à r.l. of EUR 300 million 5 5/8% senior secured notes. read more
How to manage legal risks in a time of crisis?

How to manage legal risks in a time of crisis?

This Q&A outlines a series of questions covering the main concerns addressed during our webinar hosted by the Legal500. At the occasion of this event, our team... read more

Loyens & Loeff’s International Arbitration team maintains its position in the GAR100 ranking

The Global Arbitration Review (GAR) has released its 2021 GAR100 rankings. Our International Arbitration team is very proud to maintain its position among the... read more