More about…
Corporate Practice
Are you about to establish a corporation, foundation or association? This is done through the so-called “Notarial Deed. Feel free to ask about the possibilities
On this page you can read more about what the notary regarding corporate practice can do for you.
Family Practice
Never encounter surprises when it comes to a marriage, inheritance or cohabitation agreement. Directly to family practice.
Real estate
The purchase and sale of registered property goes through the notary. In addition, the notary establishes the mortgage right. Leasehold issues also go through the notary. Directly to Real Estate.
Corporate Practice
Are you about to establish a corporation, foundation or association? This is done through the so-called “Notarial Deed. Feel free to ask about the possibilities. Directly to Corporate Practice.
Other services
All kinds of different agencies may ask for the legalization of your signature. Feel free to stop by the office for more information. Directly to Other Services.
Auctions
Properties whose debtor fails to pay interest and/or principal are auctioned through the notary. Directly to Auctions.
Companies
If you want to start a business you can choose from several forms. The most obvious are a sole proprietorship or a limited liability company.
The sole proprietorship should be arranged independently with the Chamber of Commerce. For incorporation, you should contact us.
The company’s articles of incorporation include the articles of association. This should include at least:
- the full name of the company;
- the place of business (registered office);
- the purpose; and
- the method of decision-making.
A subsequent amendment to the bylaws also requires a notarized deed.
The company has a board (also called management) and shareholders. The board should manage and represent the company. Shareholders are the providers of the company’s capital and thus indirectly the owners of the company. In exchange for providing the capital, they obtain shares, which may or may not have voting and profit rights attached to them. It is possible to have only one shareholder.
Shareholders also have various powers, such as amending the articles of association, appointing directors (unless otherwise provided in the articles of association), and adopting the financial statements, after they have been prepared by the board.
Foundations
A foundation has no members and aims to achieve, with the aid of assets intended for that purpose, a purpose stated in its statutes. Moreover, a foundation has no profit motive. The foundation is established by notarial deed, which includes the foundation’s bylaws. At a minimum, these bylaws shall include:
- The full name of the foundation, which name must include at least “Foundation.
- the place of business (registered office);
- the goal;
- The method of appointment and removal of directors;
- the destination of the surplus after liquidation in the event of dissolution of the foundation.
Other provisions such as the number of board members, how decisions are made and how assets are formed can also be included in the bylaws.
Associations
An association is formed by two or more persons. In Bonaire, it is not necessary for incorporation to be notarized. One consequence of an unnotarized incorporation is that the directors of the association are jointly and severally liable for any debts of the association. Moreover, the association cannot then acquire registered property and/or be an heir.
If the association is established by notarial deed followed by registration with the Chamber of Commerce, the directors are not privately liable for the debts of the association. The notarial deed of incorporation of the association includes the articles of association. The bylaws shall report at least:
- the full name of the association;
- the place of business (registered office);
- the goal;
- The method of appointment and removal of directors; and
- the use of the surplus after liquidation in the event of the dissolution of the association.
Other provisions such as termination of membership, what the funds will consist of, the number of board members and the method of decision-making may also be included in the bylaws.
