Ambos

News Flash - Ambos NBGO; Series A funding round MarkaVIP

Mon, 12 Dec 2011 09:52:00 +0100

Ambos NBGO has assisted MarkaVIP i(www.markavip.com) in the preparation, negotiation and closing of its US$ 5 million Series A funding led by Silicon Valley venture firm Lumia Capital with significant participation from New York City-based Invus Financial Advisors. Ambos has advised MarkaVIP since its incorporation with its previous capital raising rounds.
A publication of Yahoo Finance of which you can find a copy here, contains further details on MarkaVIP and this transaction.

MarkaVIP is an exclusive, invitation-only flash sales website focused on the Middle East.
Any information included in this news flash is communicated with the consent and approval of all parties involved.

For further information about this transaction, please contact David Dessers or Pieter Capiau .

Legal News - Ambos NBGO - New legislation on shareholders' rights - Effective as of 1 January 2012

Fri, 25 Nov 2011 13:47:00 +0100

Shareholders will enjoy more rights as from 1 January 2012. This results from the Shareholders' Rights Act (hereafter ‘the Act') which was ratified on 20 December 2010.

For listed companies, the notice period is extended, an additional means of notice is introduced and the minimum content of the notice is specified. Furthermore, the Act introduces a right to put proposals on the agenda of a general meeting for shareholders who own together at least 3 percent of the share capital, as well as a right to submit proposals for resolutions. Another important innovation is the mandatory registration date, which is at present mere optional. Finnaly, certain postponement terms for the board of directors are expanded.

For both listed and unlisted companies, the terms of the (verbal and written) right to ask questions are more narrowly defined. Participation to the shareholders' meeting by proxy has been specified in detail. In order to enable voting prior to the shareholders' meeting, voting from a distance and electronic voting is introduced. These possibilities however are an option, which a shareholder can only use in case the articles of association of the company in question expressly included these rights.

To comply with the Act, companies must, if and where necessary, amend their articles of association before 1 January 2012 (date of taking effect). The modifications to the articles of association will then come into effect as of 1 January 2012. If the articles of association fail to be modified, the provisions contrary to the Act will be deemed not to be written and the mandatory provisions of the Act will automatically apply to the company in question as of 1 January 2012.

News Flash - Ambos NBGO - Purchase of ISTS by Clear2Pay

Thu, 24 Nov 2011 11:38:00 +0100

Ambos NBGO has assisted Clear2Pay (www.clear2pay.com) in the preparation, negotiation and closing of the purchase of ISTS, Inc. (www.istsinc.com), a US-Indian end to end technology services provider to the Retail & Payment Industry. A publication of De Tijd, of which you can find a copy here, contains further details on Clear2Pay and this transaction.

Clear2Pay is an innovative payments technology company, headquartered in Mechelen (Belgium), and focuses on delivering globally applicable solutions for secure, timely and streamlined payments processing.

Following our assistance in the successful completion of the recent acquisitions of J-Ware, Lexcel and Level Four, this is Clear2Pay’s third acquisition of 2011, which allows Clear2Pay to further strengthen its market position.

Any information included in this news flash is communicated with the consent and approval of all parties involved.

For further information about this transaction, please contact David Dessers or Pieter Capiau.

News Flash - Ambos NBGO - Purchase of Level Four by Clear2Pay

Fri, 18 Nov 2011 12:16:00 +0100

Ambos NBGO has assisted Clear2Pay (www.clear2pay.com) in the preparation, negotiation and closing of the purchase of Level Four (www.levelfour.com), a UK headquartered company that develops testing software to optimize the self-service environment of banks and processors (e.g., ATM). A publication of FD Magazine, which you can find here, contains further details on this transaction.

Clear2Pay is an innovative payments technology company, headquartered in Mechelen (Belgium), and focuses on delivering globally applicable solutions for secure, timely and streamlined payments processing.

Any information included in this news flash is communicated with the consent and approval of all parties involved.

For further information about this transaction, please contact David Dessers or Pieter Capiau.

News Flash - Ambos NBGO - New IP Partner - Bart Vandereeckt

Mon, 10 Oct 2011 12:46:00 +0200

Ambos NBGO is pleased to announce that Bart Vandereeckt has joined the firm. Bart is an experienced IP lawyer with more than 15 years experience. Bart is active in all areas of intellectual property law, including patents, trademarks, copyright and design rights. He also advises clients on information technology, e-commerce, privacy and market practices.

Bart Vandereeckt was an associate with Liedekerke Wolters Waelbroeck Kirkpatrick from 1996 to 2009, and a partner with Taylor Wessingfrom 2009 until 2011. Bart obtained his law degree at the Katholieke Universiteit Leuven (1995), and studied for a DEA Droit Communautaire at the CERIC, Aix-Marseille III (1996). He is a member of the Beneluxvereniging voor Merken- en Modellenrecht, the International Association for the Protection of Intellectual Property, the International Trademark Association and the Licensing Executives Society.

Together with Kathleen Paisley they will co-head the IP department of Ambos NBGO.

Kathleen Paisley is an American lawyer who has been practicing in Belgium and England for more than 20 years. She therefore brings to her cases the unique perspective of someone who has spent more than two decades crossing the cultural and legal divide between Europe and US, and helping her clients understand and capitalize on that knowledge.

Kathleen specializes in international dispute resolution, European Union competition law, and all aspects of IT/IP exploitation and development. She serves Belgian and international clients in all sectors, with particular emphasis on issues where an understanding of technology, accounting or finance matters.

Kathleen joined Ambos NBGO after serving as a partner in the London and Brussels offices of two major international law firms and as General Counsel to an internet company. Before moving to Belgium, she graduated from the Yale Law School in the United States; passed the public accounting exam; and completed a Masters of Business Administration in finance.

For more information, please contact Bart Vandereeckt or Kathleen Paisley.

News Flash - Ambos NBGO - Successful investment and strategic partnership Option NV

Mon, 05 Sep 2011 10:52:00 +0200

Ambos NBGO has assisted Option with its $1.5 million investment and strategic partnership with San Francisco, US, based Autonet Mobile, Inc., a leading provider in in-car connectivity. The partnership will utilize Option's wireless modules and software to deliver the first mobile IP based Telematics Control Unit (TCU) for cars. The new system leverages Autonet Mobile technology and TCU design, enabling automotive manufacturers from around the world to connect their cars to high speed mobile networks and deliver new features that enable pervasive cloud computing, mobile apps and fleet telematics.

Option NV is listed on Euronext Brussels (EURONEXT: OPTI; OTC: OPNVY) and a leading innovator in the design, development and manufacture of 3G HSUPA, HSDPA, UMTS, EDGE, and WLAN technology products for wireless connectivity solutions. Option has established an impressive reputation for creating exciting products that enhance the performance and functionality of wireless communications.

For more information about Option, see www.option.com

For more information about this transaction, contact Jeroen Bral.

Legal news - Ambos NBGO - New dismissal rules

Wed, 31 Aug 2011 15:27:00 +0200

Legal News – new dismissal rules

The Belgian legislator has recently substantially modified the notice periods and severance indemnities which must be observed for salaried employees.

The modifications which have been introduced by the so-called IPA-Act[1], are part of the greater goal of harmonizing the legal status of blue-collar workers and white-collar workers.

In the attached newsletter, we wish to offer you a short overview of the modifications and to reflect on the practical consequences of the new rules for your company.

Click on this link to read our newsletter.

Please feel free to contact Johan Kerremans and/or Sabrina Fiorelli if you like to obtain more information.

[1] Act of 12 April 2012 modifying the Act of 1 February 2011 to prolong the measures to tackle the crisis, and executing the interprofessional agreement and the compromise of the Government regarding the draft of the interprofessional agreement, Belgian Gazette 28 April 2011.

News Flash - Ambos NBGO - Venture capital investment in Dacentec NV

Mon, 22 Aug 2011 15:43:00 +0200

Ambos NBGO has assisted Hummingbird Ventures, Comm. V.A., a Belgian ICT venture capital fund, with the preparation, negotiation and completion of its investment in Dacentec. Belgacom, the dominant Belgian telecom provider, as well as other investors have participated to the capital increase. The total size of the Series A round amounted to more than EUR 6 million.

Dacentec's mission is to design, build & operate world greenest cloud datacenters and to help partners to build their own green cloud datacenters.

For further information on Dacentec NV and the capital increase, click here.

Any information included in this news flash is communicated with the consent and approval of all parties involved.

For further information about this transaction, please contact David Dessers or Pieter Capiau.

Legal News - Ambos NBGO - FALSE SELF-EMPLOYMENT - Social ruling modified

Wed, 10 Aug 2011 13:54:00 +0200

FALSE SELF-EMPLOYMENT – Social ruling modified

In our newsletter of January 2011 (1) we informed you that requesting a social ruling for existing labour relationships, was actually impossible.

Such a request needs to be filed within a period of 1 year as of the date on which the applicable provision will enter into force. Since the Royal Decree of 14 December 2010 provided that the provision would enter into force on 1 January 2010, this meant that the term of 1 year expired before the establishment of the Commission for the regulation of the labour relationship.

The legislator has remedied this issue recently by providing that the provision now enters into force at the latest on 1 January 2012 (2).

Through this modification, it becomes possible again to request a social ruling for existing labour relationships as soon as the Commission for the regulation of the labour relationship will be installed.

(1) cfr. www.amboslaw.be
(2) Program Act (I) 4 July 2011, Belgian Gazette 19 July 2011.

Legal News - Ambos NBGO - Paternity leave - Protection against dismissal

Tue, 02 Aug 2011 14:15:00 +0200

PATERNITY LEAVE – Protection against dismissal

The legislator has recently provided in a protection against dismissal for fathers using their right to paternity leave. The protection applies for the basic paternity leave as well as for the paternity leave replacing maternity leave (1). Earlier this year the legislator already expanded the right to paternity leave to co-parents (2).

The employee enjoying paternity leave is protected as of the moment of the written notification to his employer until 3 months after this notification. If this protection against dismissal is not complied with, the employer will have to pay an indemnity equal to 3 months of salary, on top of the possible severance indemnity.

When replacing maternity leave by paternity leave, the indemnity has been increased from 3 months to 6 months of salary if the protection against dismissal is not complied with. In that case, the period of protection commences at the moment on which the employer has been informed and ends one month after the expiry of the paternity leave.

In both cases a dismissal remains possible for reasons not related to the paternity leave. The employer carries the burden of proof. As of 30 July 2011, the careful employer will immediately provide for a written motivation for the dismissal if he wishes to dismiss an employee in such situation.

For more information, please contact Johan Kerremans or Sabrina Fiorelli.

(1) Act of 11 June 2011 modifying the Labour Act of 16 March 1971 regarding the protection against dismissal when maternity leave is replaced by paternity leave , Belgian Gazette 20 July 2011.

Act of 11 June 2011 modifying the legislation regarding the protection of the paternity leave, Belgian Gazette 20 July 2011.

(2) Act of 13 April 2011 modifying the legislation regarding birth leave for co-parents, Belgian Gazette 10 May 2011.