International Law

THE DUTCH CARIBBEAN PRIVATE FOUNDATION AND ITS SUPERVISORY DIRECTORS

By Karel.Frielink

Only natural persons may be appointed

The articles of incorporation of a Private Foundation (PF) may provide, if so desired, that the authority of the board to make distributions is subject to the consent of the founder, a Supervisory Board or another body established within the PF e.g. an Advisory Board.

It should be noted that a corporate body that is not designated as a Supervisory Board but that has the characteristics of a Supervisory Board may qualify as such under Netherlands Antilles law. If this is the case, the following is applicable:

• only natural persons may be appointed as members of a Supervisory Board;
• the regulations regarding the liability of supervisory directors as laid down in the Netherlands Antilles Civil Code appply;
• under the draft Commercial Registers Ordinance (ontwerp Handelsregistersverordening), the members of a Supervisory Board of foundations, including the PF, must be registered and may therefore not be anonymous.    

An Advisory Board or other named body within the PF shall in any event qualify as a Supervisory Board if it supervises the board of the PF.

Karel Frielink
Attorney (Lawyer) / Partner

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Full post as published by Karel's Legal Blog on February 20, 2009 (boomark / email).