The recent trend of using Dutch top holding companies in mergers of international listed companies underlines the position of the Netherlands as a neutral country with a sophisticated and flexible legal and governance system.
A key decision in an international merger is the location of the new holding company of the combined entity. This is especially true for a ‘merger of equals’ between two companies that are listed in various countries. The general process for such merger transaction and the establishment of a Dutch holding company are described in this solution.
Recently several e large cross-border merger transactions were announced, such as Fiat SpA – Chrysler (Italy/USA) and Applied Materials – Tokyo Electron (US/Japan). These transactions mark a trend of merging companies establishing their new global holding company in the Netherlands. Earlier in 2013, the merger between Fiat Industrial and CNH Global (Italy/the Netherlands) followed the same route.
Other companies that have already used Dutch holding structures include STMicroelectronics, Lyondell-Basell and EADS, the parent company of Airbus.