This dissertation focuses on management bonuses (“management incentives”) at the time of “major corporate events.” For the purposes of this research, public bids, mergers and acquisitions (including private equity leveraged buy-out transactions) and initial public offerings are considered major corporate events. In such cases, more so than in a business-as-usual scenario, the long-term interests of the company may be thwarted by the short-term interests of shareholders. Management incentives may encourage directors to place their own interests or the short-term interests of shareholders above the long-term interests of the company and other stakeholders. This leads to an area of tension. This study attempts to analyze whether, and to what extent, it is compatible with the company's interests to grant management incentives to directors of Dutch NVs and BVs at the time of major corporate events. Company law provides various safeguards that protect the company's interests with regard to the possible consequences of management incentives. Conducting a careful process, which provides for a substantive discussion with relevant stakeholders, is essential in this regard. In addition, disclosure requirements can encourage decisions to be properly motivated and justified. At the same time, maintaining flexibility in such situations is important for the company. This allows choices to continue to be made that serve the long-term interests of the company.

Contains fulltext : 326129.pdf (Publisher’s version ) (Open Access)

Promotores : Verburg, L.G., Bulten, C.D.J.

Radboud University, 08 december 2025

XXII, 469 p.