The managing director is at the head of a legal entity, such as a private limited company (BV) or public limited company (NV). He or she represents the company, sometimes together with other directors.
The managing director occupies a special position within the organization due to his or her appointment and authority to legally represent the company. Trust in the director, from both shareholders and other stakeholders, is crucial. Moreover, the legal position of directors under the articles of association is regulated differently in the Netherlands than for other employees. The director has a relationship with the company under both company law and (often) employment law.
This means that a lot is involved in the appointment and dismissal of directors. It is important that a director is legally appointed. What will be the director’s mandate? For many directors, an important part of the remuneration is linked to the results and value of the company in the long term. These kinds of agreements must be properly laid down. Specific rules and conditions also apply to the dismissal of directors. Obtaining legal advice in advance is therefore a must.