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Equity Capital Markets Insights Guide 2024

The Stibbe Equity Capital Markets (ECM) Insights Guide 2024 offers an overview of recent developments in the equity capital markets in the Netherlands, highlighting the key trends and legal developments.

Financial Regulation – Q2 2023 Update

Changes to Dutch financial regulations entered into force on or around 1 July, including notable amendments for holders of a qualifying holding in certain Dutch regulated financial institutions. We have listed the main changes in this publication.

Stibbe advises the Dutch State on government support to Avantium

Stibbe advised the State of the Netherlands on the terms of the government support by way of participation in Avantium N.V.'s €65 million rights offering.

Stibbe advises the SCHMID Group

Stibbe, together with Gleiss Lutz, has advised the SCHMID Group on its business combination with Pegasus Digital Mobility Acquisition Corp. and listing on NASDAQ.

The Netherlands Implements EU Non-Performing Loan Directive

The Dutch Implementation Act on Credit Servicers and Credit Purchasers entered into force on 18 July 2025. It implements EU Directive 2021/2167 regulating NPL sale, purchase and servicing to create a transparent secondary market.

The third AFM report on SFDR compliance signals tightening enforcement and highlights a shift in supervision towards the quality of disclosures

A recent report of the AFM underlines its focus on monitoring SFDR compliance, signals tightening enforcement action against those lagging behind, and highlights a new phase of supervisory attention for clear, accurate and reliable SFDR disclosures.

Key Insights Stibbe Equity Capital Markets Seminar 2025

On Thursday 19 June 2025, Stibbe hosted its annual Equity Capital Markets Seminar. The gathering, hosted by Pieter Schütte and Nora Offergelt, was attended by over 70 capital markets participants.

Stibbe assists Qrf with triple win

Stibbe advised Qrf on two strategic real estate acquisitions and assisted the company with its capital raise to partially finance these transactions.

Asset intensive reinsurance agreements – new requirement to obtain DNB’s prior consent

As of 1 January 2025, Dutch insurers must obtain the Dutch Central Bank’s prior consent before making any amendments to, or entering into an asset-intensive reinsurance agreement that allows the reinsurer to hold assets in a third country.

Equity raises: prospectus exemptions and share issuance approvals

In this note we discuss the interplay between prospectus exemptions and share issuance authorisations of listed Dutch companies. Prospectus exemptions are expanded under the EU Listing Act, but will Dutch issuers be able to take full advantage?

EU Listing Act: Market Soundings Regime

Market soundings are a tool for issuers and financial market participants to gauge investor interest in potential transactions before they are publicly announced. These interactions often involve sharing inside information as defined by the MAR.

ESG disclosure in equity prospectuses: current state of affairs

In a world where ESG takes centre stage, equity prospectuses will need to include disclosure on all material ESG-related matters.

Listing Act: Expanded exemptions for managers to trade during closed periods

In October 2024, the European Council adopted the EU Listing Act, a legislative package that includes changes to the Market Abuse Regulation. We discuss the expanded exemptions to the prohibition of PDMRs carrying out transactions during a closed period.

Listing Act: reversing MiFID II's unbundling regime – is it enough?

The Listing Act rolls back the unbundling requirements introduced by MiFID II by once again permitting joint payments for investment research and execution services. In this article, we address the background and practical implications of this amendment.

EU Listing Act enters into force 4 December 2024

The EU Listing Act, which includes updates to the Prospectus Regulation, Market Abuse Regulation, Markets in Financial Instruments Regulation, and to the Markets in Financial Instruments Directive, has been published on 14 November 2024.

Listing Act: Inside information disclosure in a protracted process

In April 2024, the European Parliament adopted the EU Listing Act. We discuss the removal of the obligation to immediately disclose an intermediate step in a protracted process that constitutes inside information under the Market Abuse Regulation.

Cross-border corporate lending into the Netherlands

Cross-border corporate lending is set for change as CRD VI introduces new licensing obligations, requiring non-EU lenders to reassess their activities in the Netherlands and the EU for all in scope contracts signed on or after 11 July 2026.

Listing Act: expanded prospectus exemptions

On 24 April 2024 the European Parliament adopted the EU Listing Act, a legislative package that includes changes to the Prospectus Regulation, the Market Abuse Regulation, MiFID II and MIFIR. In this article we discuss these expanded prospectus exemptions

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