|
Private equity firms play an increasingly important role in the Dutch economy. Dutch private equity firms had 22.5 billion euros of capital under management at year-end 2007. Research has shown that during their average 5-year investment period, private equity firms make an important contribution to employment, economic growth and innovation, and the restructuring of companies and market segments.
The basic premise of both the NVP code of conduct as well as the membership code is that NVP members adhere to the applicable laws and directives. In addition, the NVP recommends that its members follow the EVCA guidelines on corporate governance, valuation and reporting. Finally, this code of conduct indicates that it is common practice and recommends that directly involved parties, i.e. (co-)shareholders, investors and management, reach agreements in certain areas that are both reciprocal and adapted specifically to the (private) situation, and lay down these agreements in contracts, insofar as they are not provided for by law and insofar as these parties, by reason of sound company management, deem such contracts necessary.
Objective, structure and adoption of the code of conduct and the membership code
The code of conduct aims to provide insight into the practices of the NVP members and into the kind of agreements they close with investors and with the parties involved in the investment process.
The code of conduct explains how they provide transparency about their objectives and plans towards investors, directors, supervisory board members and other directly involved parties.
The code of conduct is based on five general principles supported by all members. The principles have been developed into guidelines which the NVP considers to be best practices, but which individual members may deviate from if, in their specific situation, they have found a better way to adhere to the principles or have other sound reasons to deviate from the best practices. The best practices primarily apply to the situation in which the private equity firm is the majority shareholder. If a private equity firm is a minority shareholder, they will make every reasonable effort within their power to adhere to the best practices described in this code.
The best practices are aimed at the cooperation and/or relationship between a private equity firm with each of the parties involved:
- Investors in (funds of) the private equity firm
- The management of the portfolio company
- Co-shareholders in the portfolio company
- The supervisors of the portfolio company
- The workers' council of the portfolio company
- The credit providers of the portfolio company
- Public and media
The purpose of the membership code is to record the main obligations of the NVP members.
A majority of the General Meeting of Members of the NVP has agreed to these codes on 20 May 2008. As of this date, they are compulsory for all members.
Download the NVP code of conduct (pdf)
|