In 2008 the Benelux marketplace was dominated by the global financial crisis. During the second half of the year the crisis spilled over to the real economy. As a result of the significant shortage in financing, as well as the reduced trust in the markets, both the number of strategic mergers and acquisitions and private equity buyouts decreased considerably, compared with 2007.

The year 2008 marked the tail end of the golden era of Benelux real estate tender sales, characterised by large real estate portfolios. The reduction in the amount of available debt financing has affected the Benelux markets. Many real estate fund suppliers have been forced to drastically cut back their activities in 2008. As for institutional investors, in 2008, the real estate component in their total investment package rose too much due to falling share prices, which also led to fewer real estate purchases. Several cases of fraud have had a further negative effect on real estate. Changing market conditions require greater creativity.

In contrast, the Dutch energy sector has been very active thanks to new legislation that came into effect in mid-2007. As a result, the commercial business of the utility companies has to split off from the networks. A consolidation of the Dutch energy market has been underway since then, leading to ongoing M&A activity. There has also been a flurry of activity in the upstream energy market.

In 2008, Belgium's energy market was marked by the sale of Distrigas by GDF Suez, which was inspired by the application of the competition rules. Furthermore, the financing of projects related to renewable and sustainable energy was the subject of several cases last year.

Trends in 2009

Restructuring work is increasing. It requires a practical approach, where significant experience is coupled with the ability to draw on a broad scope of practices including tax capabilities. Corporate litigation and labour law departments have seen more work coming their way.

The Benelux financing market, following the global trend, has seen an increase in asset-based lending. In addition, a more proactive attitude towards refinancing is required, and it is expected that debt capital markets are to play a larger role. Law firms with strong asset-based as well as debt capital markets capabilities are expected to benefit from these trends.

Moreover, law firms notice an increased anxiety related to directors' liability. Directors need to know they do not violate financial assistance rules when taking over other companies. Furthermore, the M&A market is characterised by several trade sales. There may be opportunities for buyers with access to funding, but it remains true that financial institutions review each project critically. Joint ventures and strategic alliances are gaining popularity.

Important amendments to Dutch corporate law are expected. The rules in respect of the Dutch private limited liability company will be relaxed allowing, for example, a one-tier board, reduced capital requirements upon incorporation and elimination of the financial assistance prohibition. Dutch partnership law is also due to be revamped, allowing partnerships with legal personality. These amendments are expected to favour the competitive position of the Dutch market.

Private equity and investment funds in the Netherlands, Luxembourg and Belgium have become more attractive this year, mainly due to the modernisation of existing fund regimes and the introduction of new regimes. This is a favourable development not just for fund managers and sponsors, but for investors too. The introduction of a new specialised investment fund regime for professional investors is the most important change in the last few years in Luxembourg and constitutes one aspect of Luxembourg's political drive to bring its fund regimes into line with developments in the markets. The latest improvement is a modernisation of the SICAR regime (a special regime for private equity). At the start of this year, the Dutch Government relaxed the rules regarding real estate investment institutions. In addition, the applicability of the VBI regime has also become clearer. Now Belgium, too, has introduced a new institutional fund regime.