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Corporate law at Fakton

Kneppelhout lawyers - Corporate law at Fakton

Corporate law at Fakton

Advice on the development of a new governance structure and participation model, drafting collaboration and shareholders’ agreements.

“How do we ensure a management and participation model that matches the future ambitions of our organisation and people?” – Anne van Eldonk, CEO at Fakton.

A financially interesting picture, for every party in the spatial chain. That is what Fakton has been providing for almost 40 years. As a financial strategic service provider, Fakton translates spatial development projects into a convincing business case tailored to the interests of various stakeholders. Whether it concerns a building, an area, a city or a region: with about 80 people, Fakton contributes to tomorrow’s living environment.

Fakton Consultancy, Fakton Valuation, Fakton Energy, Fakton Development and Fakton Executives: one thing is clear, Fakton has developed into a major player in recent years. “That’s right, the holding company now consists of five companies and two participations,” says Anne van Eldonk, CEO at Fakton. “Our growth was partly the reason for the collaboration with Kneppelhout, because our governance structure had not grown along with it and no longer matched our ambitions.”

The challenge

“How do we ensure a management and participation model that matches the future ambitions of our organisation and people?”

The ambition was clear: autonomy of the companies in connection with a strong holding company. This includes an autonomous board that can steer its company based on transparent frameworks, roles and mandates. That is different than before, says Anne: “We’re a partner organisation with five partner shareholders. In the old situation, everyone was responsible for ‘everything’.

As a partner, you basically had just as much control over a company that you were not involved in yourself as the partner who was at the helm of that company on a daily basis. The roles of director and shareholder were intertwined. That was confusing, because who’s responsible for what? Our management model was due for a revamp. We wanted role clarity, for ourselves and the market.

Another wish was to bind our high potentials to us in the long term. We wanted them to participate in and help build the company, without having to be partners at holding company level. That’s quite complicated, because how do you structure this in the interest of the company without losing sight of the interests of the holding company?”

The service

“Thanks to the new governance structure, there’s more clout. We are also more successful in binding people to us for a longer period of time.”

“Kneppelhout has helped Fakton to develop a new governance and participation model. We received good advice on this, for example, on how to distinguish between a participant at company level and at holding company level. Kneppelhout’s lawyers have helped to work out these issues legally and to record them in writing in the collaboration agreement, shareholders’ agreement and purchase agreement.

The new governance structure has yielded a lot for Fakton. The strong holding company now comes into its own better and the autonomy of the companies has increased. The clarity of roles generates more clout. And we can focus more on good market propositions, in which two or three Fakton companies work together in a complementary way. And thanks to the participation model, we are also more successful in binding people to us.

By focusing on the interests of new talented staff and by giving them the opportunity to participate, we shape our collaborations in a sustainable way. And the market also benefits from that!”

The collaboration

“We instantly hit it off, I didn’t even call another law firm.”

Anne: “I remember exactly when I called Evert-Karel for the first time. I had what I thought was an impossible question. We had to act fast. We instantly hit it off, I didn’t even call another law firm. I immediately had the feeling I’d found a sparring partner.

And they did act quickly. That’s always the case, in that respect it almost seems as if Evert-Karel is sitting next to the telephone all day, he always answers. That also applies to Job Bezemer, I recently asked him to attend a last-minute meeting and he was there, no questions asked. There’s an image of lawyers that they’re not flexible, but that’s not my experience with Kneppelhout. They are principled about content. But never difficult. They always think in terms of possibilities. And what I find very important is the personal touch and the enormous calm that both gentlemen have about them. Very reassuring, because you usually call a lawyer with complicated issues.”