The situation
A new cross-border matter staffed across two offices
An Amsterdam firm takes on a new matter: a London client is buying a Dutch packaging company and wants Dutch advice on the share transfer, the employees and the supplier contracts. Four lawyers in two offices will work on it, the client’s London solicitors will send drafts, and everything that leaves the firm must carry its letterhead and disclaimer.
The research is easy to share. The hard part is keeping one matter’s documents, questions and drafts together and apart from every other matter, and making sure the memo the client reads looks like the firm wrote it. Today that is a shared drive, an email chain and a Word template someone keeps fixing.
What the research has to settle
The rules behind the answer
- Confidentiality travels with the file
- Lawyers in both countries owe their clients confidentiality, and Dutch advocates are bound by professional secrecy. Access to a matter’s documents and research should follow who is working on it.
- Personal data in the matter file
- The matter file holds personal data, for example on the target’s employees, which the GDPR governs on the Dutch side and the UK GDPR on the London side. UK law allows transfers to the EEA without additional safeguards.
- Since Brexit, judgments travel differently
- Judgments between the UK and the Netherlands no longer circulate under the Brussels I bis Regulation. Exclusive choice-of-court clauses can fall under the 2005 Hague Choice of Court Convention, so the clause in the purchase agreement needs a deliberate choice.
- Precedent is not law
- A firm’s past memos and clause banks are useful, but they are not authority. Research that draws on them should show which statements come from the firm’s own material and which from the law.
How it runs in azta
From the question to the document
The question, as you would type it
English buyer acquires 100% of a Dutch BV with 85 employees and a works council. What are the steps for the share transfer, does the works council have to be asked for advice, and which supplier contracts need consent on a change of control?
You start with
A new cross-border matter staffed across two offices
- 01
Open the matter workspace
On Enterprise, create a workspace for the matter. Documents, conversations and drafts stay together, with access by membership.
Workspaces· Enterprise - 02
Bring in the firm’s precedents
On Enterprise, the knowledge space holds the firm’s approved memos and clauses. azta cites them separately from the law, so you can see which is which.
Knowledge space· Enterprise - 03
Research the Dutch questions
Ask about the share transfer, the works council and the supplier contracts. azta cites Dutch law and the court decisions, with every claim linked to the provision.
Cited research· Free - 04
Issue memos in house style
On Enterprise, firm templates apply the letterhead, fonts and disclaimer to every memo exported from the workspace.
Firm templates· Enterprise You send
One matter workspace and memos issued on the firm’s letterhead
What you get
One matter workspace and memos issued on the firm’s letterhead
Matter memo · draft
Acquisition of the Dutch packaging company: Dutch law points
Share transfer. Shares in a Dutch BV are transferred by notarial deed executed before a Dutch civil-law notary. The articles of the target contain a transfer restriction that must be observed or waived before completion.
Works council. The target has a works council. The proposed acquisition is likely to require a request for its advice before the decision is final. We recommend building the advice procedure into the timetable now.
Supplier contracts. Of the 31 supplier contracts reviewed, four allow the supplier to terminate on a change of control. These are listed in the Annex with our recommended approach to each.
Outcomes on your numbers
What azta is worth on this task
Pro pays for itself after
7 minutes a month
At €260 an hour, that is all the time Pro (€27 a month) has to take off your desk to cover its price.
Example figures. Replace them with your own.
- Hours back a year
- 126
- Capacity at your rate
- €32,760
- More matter memos a quarter
- 7
- Return on Pro
- 101.1×
- Research
- Drafting
- Your review
A scenario you set, not a promise. The hours that come back go to another client, or deeper into this one.
Want these numbers on your team’s real workload?
Book a demoSources azta searches here
- wetten.overheid.nl
- Rechtspraak.nl
- legislation.gov.uk
- EUR-Lex · Curia
What stays with you
- Who joins the matter and what the client sees.
- Which precedents the firm approves for the knowledge space.
- Every memo that goes out under the firm’s name.
Frequently asked questions
- Where does the matter data live?
- In the EU/EEA. Client data is never used for training on any plan. Enterprise adds a sealed tenant and SSO.
- Is azta a matter-management system?
- No. It has no time recording, intake or billing. The workspace keeps the matter’s documents, research and drafts together.
- Can partners see what the team is asking?
- On Enterprise, the Competence Center shows what the firm asks and at what complexity, so you can see where the work goes.
