Newsletter May 2008
CORPORATE
Greater Flexibility of NV Law: Less Extended Purchase of
Own Shares for Listed Companies
Pursuant to the amended EC Directive as regards the formation of
public limited liability companies and the maintenance and
alteration of their capital, the greater flexibility of NV law to
be implemented will decrease for listed companies. In the amended
bill submitted to the Senate, the originally more extended option
for companies to purchase their own shares has been limited for
listed companies to 50% of the issued capital, and the originally
more extended option to grant loans has been limited because the
general meeting of listed companies must pass a resolution
approving this by a vote of 95%.
read more
Representation in a Conflict of Interests Situation
In this judgment of 21 March 2008 the Supreme Court
limits the effect of the lack of representative authority in the
event of a conflict of interests.
This has to do with the provision concerning a conflict of
interests set out in Section 2:256 of the Dutch Civil Code
("BW"), which reads as follows: "Except where the
articles of association provide otherwise, in all events in which
the company has a conflict of interests with one or more directors,
the company shall be represented by supervisory directors. The
general meeting shall always have the authority to appoint one or
more other persons for this purpose."
read more
EMPLOYMENT
Refusal to Supplement Wages in the Event of Incapacity
for Work
Pursuant to Section 7:629 of the Dutch Civil Code
("BW"), if an employee is unfit for work, the employer
has to continue paying at least 70% of his wages. If the incapacity
for work was caused by the employee's intent, this obligation
to continue to pay wages lapses. Apart from the statutory
obligation to continue to pay wages, the employer may also grant a
supplement to wages over and above the statutory requirement under
a CAO or individual employment agreement. Is the existence of
intent a requirement for the refusal to give a non-statutory
supplement, just as for Section 7:629 of the BW?
read more
INTELLECTUAL
PROPERTY
Copyright: ECJ Gives Substance To Distribution Right
An author may only invoke his distribution right if
a transfer of ownership takes place of the copyright-protected
work.
read more
Msnlock Infringes Microsoft's MSN Trademarks
Unicaresoft must assign its msnlock domain names to
Microsoft. The judge has ruled that Microsoft's well-known
trademark MSN has not degenerated into a generic name for chatting.
This judgment makes clear that referring use of another party's
trademark in a domain name will not be permitted all that quickly.
read more
Mere Decoration Does Not Infringe
The decision of the Court of Justice of the
European Communities of 10 April 2008 is a milestone in the dispute
between Adidas at the one side and Marca Mode, H&M and others
("Marca c.s.") at the other side, with the use of stripes
on apparel as central issue.
read more
PERSONAL DATA
PRIVACY
Opinion of the Article 29 Working Party on Privacy and
Search Engines
Any internet user will agree that search engines
play an essential role in making information available on the
Internet. A downside of search engines, however, is that they pose
a potential threat to privacy: not only are search engines capable
of combining personal data offered on the Internet by various
parties, so that a detailed picture of an individual is created,
but they also collect and analyse the various search enquiries
made, so that a detailed picture of search enquiries can be
obtained and, consequently, of the interests of an individual user
of the search engines.
read more