Notius guides you throughout the entire acquisition or sale process of your real estate, for assets deals, where the building itself is sold, as well as for share deals, where the shares are transferred.
We start with a letter of intent, in which the outlines of the transaction are fixed between the parties.
This is followed by the due diligence investigation. We not only look into everything regarding the property itself, such as leases, management and maintenance, but we also check the administrative side, such as soil, urban planning and all other permits. In case of a share deal, we also investigate all corporate aspects, and, in consultation with your accountant, the fiscal and accounting dimension.
We will subsequently consider the optimal structure for the transaction, taking into account the complex tax rules regarding real estate, amongst others as to registration rights or VAT.
Together with you we will also enter into constructive negotiations with your contract party in order to obtain a balanced agreement, which we will formalize in a watertight agreement, if necessary in close cooperation with your notary.
Finally, we offer assistance regarding the (re)financing of your project. We are at your side throughout the negotiations with your bank or financier in order to obtain the best possible credit, as well as favourable mortgage or other guarantees. When selling your project we can also advise you regarding the modalities for reimbursement, emancipation and release of guarantees.
When you (re)develop your project, we offer advice and assistance for obtaining all the required permits, amongst others for urban planning, parcelling, socio-economic, environment and soil,…
Furthermore, we assist you in drawing up watertight agreements, so that all arrangements with your contractor, building developer, architect, engineering office and principal are clearly fixed. Together with the notary and broker we take care of good contracts with the end customer as well.
As real estate specialists we can also perfectly advise you regarding all particulars in project development. Think for instance of the division of co-ownerships, deeds of co-ownership and easements, the Breyne law, as well as completion and terms of execution. For complex projects, we always consider the possibilities regarding ground lease, superficies, usufruct or lease constructions.
During the development of your project, disputes may unfortunately arise. You can contact us for amongst others arguments regarding construction issues, the liability of your contract parties, the ten-year liability insurance of the architect and contractor, financial discussions, completion and acquisition by your end client, as well as assistance in assessments and damage estimates.
Notius assists you with all your lease matters, and this for offices, residential, retail, as well as logistic properties. We draw up and review all types of agreements in this regard. At the start of the lease we focus amongst other on the lease-free period, indexation and charges, completion and the inventory of the premises, maintenance obligations and guarantees. We also offer advice regarding the possibilities for early termination, dissolution in case of default or damage estimates.
You can also contact us for other real estate matters you may be confronted with as owner or user of a property. Think for instance of expropriation, pollution, vacancy, accidents or disputes with neighbours or other third parties.
Throughout the years Notius has acquired a great deal of expertise in all branches of corporate law.
Upon the constitution of your company, we advise you as to the most suitable legal form, taking into account your specific objectives, activities and desires. We look at how to ideally organize the management of your company, draw up tailor-made articles of association and take care of all the incorporation formalities, all this in close consultation with your notary or accountant.
You can also contact us for advice regarding the management of your company. Think of recurring matters, such as resignations and appointments of directors, transfers of the registered office, or the annual formalities upon approval of the annual accounts, but also more complex issues such as modification of the statutes, shareholder agreements or advice regarding corporate governance rules about amongst others remuneration of directors, cooperation agreements, conflicts of interest or the role of external directors.
In case of liquidation, Notius can act as liquidator for all forms of companies, associations and joint ventures, and assist you throughout the entire liquidation process.
We also have a great deal of expertise regarding the less common types of companies and associations. Think for instance of the international non-profit association, private or public foundations, (European) economic interest groupings (EEIG), the partnership, the general partnership, or the special-purpose vehicle (SPV).
Finally, conflicts may unfortunately arise within a company. Notius offers advice and assistance regarding liability of directors or business managers, disagreements between shareholders regarding amongst others retirement or exclusion, minority claims or numerous other corporate disputes. If an amicable solution deems impossible, we represent you in court or before an arbitration board.
For mergers and acquisitions you have come to the right firm at Notius. When you are involved in an acquisition, merger, restructuring, joint venture or private equity transaction, we are at your side throughout the negotiations, we study all relevant documents during the due diligence investigation, and we of course draw up all the required legal documents, such as a letter of intent or a share purchase agreement.
As an entrepreneur you conclude numerous agreements. Notius assists you in drawing up and reviewing these agreements, but also in case of discussions or disputes regarding all types of national and international trade agreements, amongst others regarding concession, distribution, leasing, franchising, commercial agencies, licences and so on.
In case of default of payment by your debtors, you can call us in for the recovery of your outstanding invoices. If necessary we also draw up the required agreements to guarantee your claim. For persistent defaulters, the recovery procedure may lead to a notice to pay, or even a seizure for security or a forced sale of moveable or unmoveable properties. We also assist you in these procedures.
Furthermore, you can contact us for advice regarding commercial practices, such as unfair competition, publicity or use of the trade name of your company.
Of course we also offer general legal assistance. It may for instance be interesting to check if your general conditions are still up to date, if your model contracts are watertight and so on.
The LLC, the Law on Continuity of Companies, remains relatively unknown to many entrepreneurs. Notius, however, has a great deal of experience with LLCs. When you are confronted with a company that is going through an LLC procedure, we can perfectly assist you in the negotiations, if possible try to reach an amicable settlement, or of course advise you when you wish to take over a company under LLC.
When you are dealing with a company in a state of bankruptcy, we can check if there are any recovery possibilities, do the necessary to get goods on which you have a right of ownership back in your possession, assist you in drawing up your declaration of debt, and follow up the file with the curator.
If your own company is experiencing difficulties, we can go through the options with you regarding reorganisation or discontinuity, and assist you throughout the entire procedure.
Notius offers a solution to all your questions regarding the efficient management of your assets, throughout life as well as in case of decease. We assist you in setting up numerous asset structures, so that you can preserve control over your assets or manage them in a fiscally optimal manner. We not only look at the options under private law, such as marriage contracts, donations or testaments, but also the possibilities under corporate law, such as holdings, foundations or partnerships, as well as fiscal constructions like usufruct, ground lease or superficies.
The next generation is ready to take over your family business? Notius will gladly assist you with all the formalities regarding the transfer, from the declaration of intent, to the due diligence investigation and the takeover agreement, until the actual transfer of the company.
We can furthermore assist you in preventing and resolving disputes between shareholders in family companies. This is amongst others possible by drawing up a family charter or a shareholder agreement, as good agreements contribute to a positive interaction between the shareholders, the board of directors and the management.
The liquidation-division of complexly structured assets can sometimes be overwhelming, especially when real estate or companies are involved. Notius has a great deal of expertise in this field. We can assist you with the liquidation-division of inheritances with or without testament, properties in co-ownership and joint ownership, or in case of divorce. We always prefer an amicable settlement to a legal procedure. In the latter case, we can assist you, both before the court, as well as with the notary.