Viotta Law - Dirk de Waard

Corporate and M&A lawyer in the Netherlands

Dirk de Waard is a Dutch corporate and M&A lawyer and partner at Venture Lawyers based in Amsterdam. He advises entrepreneurs, investors, companies and international clients on M&A transactions, venture capital, private equity, shareholders’ agreements, joint ventures and corporate governance.

Dirk’s practice focuses on Dutch corporate law and cross-border transactions. He regularly assists clients with acquisitions, investments, company restructurings, Dutch BV structures, shareholder arrangements, management participations and commercial contracts.

International clients involve Dirk because he combines Dutch corporate law expertise with a practical understanding of international deal practice. He is used to working with foreign investors, founders, management teams, corporate finance advisers, tax advisers, notaries and foreign counsel.

Experience and background

Since 1 April, Dirk has been a partner at Venture Lawyers, an Amsterdam-based boutique law firm focused on venture capital, M&A and corporate law. Venture Lawyers works with entrepreneurs, investors, startups, scale-ups, management teams and companies on investments, acquisitions, governance, shareholder arrangements and complex commercial matters, with a strong focus on practical execution and transaction-driven advice.

His work is particularly focused on mid-market M&A transactions, venture capital and private equity investments, shareholder arrangements and corporate structuring for Dutch and international clients.

Over the past three years, Dirk led and developed the corporate/M&A practice at Blenheim. In that role, he acted as lead counsel on buy-side and sell-side M&A transactions, investment rounds, management participations, shareholders’ arrangements and complex investment structures. Dirk has been practicing as a lawyer since 2014. He started his career at DeWaardSinke Advocaten and became one of the founding partners of VIOTTA Advocaten in 2018.

Dirk studied law at the Vrije Universiteit Amsterdam, where he completed the Zuidas Master in Corporate Law. He also obtained an LL.M. from Cornell Law School, where he focused on corporate, finance and securities law.

What Dirk advises on

Dirk advises on the legal aspects of buying, selling, investing in and structuring companies in the Netherlands. His work includes drafting and negotiating share purchase agreements, asset purchase agreements, investment agreements, shareholders’ agreements, convertible loan agreements, SAFE-style instruments, joint venture agreements and corporate documentation.

He also advises on board and shareholder decision-making, reserved matters, founder arrangements, management equity, exit rights, minority shareholder protection and disputes between shareholders.

Where tax, employment, regulatory or notarial input is required, Dirk coordinates with specialist advisers so that the legal workstream remains clear and efficient.

International clients

Dirk regularly works with US, UK and other international clients that acquire, invest in or structure Dutch companies. For foreign clients, he acts as Dutch legal counsel and helps translate international commercial terms into enforceable Dutch law documentation.

This is particularly relevant where a Dutch BV is used as an operating company, acquisition vehicle, holding company, joint venture platform or investment vehicle.

Dirk’s approach is practical, responsive and transaction-focused: clear advice, efficient documentation and a strong focus on getting the deal or structure implemented properly.

Representative matters

Dirk has advised on a wide range of Dutch and cross-border corporate transactions, including M&A transactions, venture capital financings, joint ventures, management participations and restructurings. Further deal references are available on Venture Lawyers’ deal overview and on Dealmaker.nl.

Venture capital and growth financing

Dirk also advises founders, startups, scale-ups and investors on venture capital transactions, seed rounds, Series A financings, convertible instruments and investor documentation, including:

Further deal references are available on Venture Lawyers’ deal overview and on Dealmaker.nl.

Contact Dirk

If you are looking for Dutch corporate law advice, assistance with a transaction, investment round, shareholders’ agreement or Dutch BV structure, please contact Dirk de Waard.

Email: dirk.dewaard@viottalaw.com
Mobile: +31 6 12 42 90 06

Dirk de Waard.

Recent cases.

Dirk de Waard.

Articles.

21 / 09 2026

Strategic Minority Investment, Joint Venture or Acquisition: Choosing the Right Dutch Structure

The structure of a Dutch strategic investment should follow the investor’s operating objectives. Ownership, governance, funding commitments, liabilities and future acquisition rights determine whether a partnership, minority stake, joint venture or acquisition fits.

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21 / 09 2026

Corporate Venture Capital in Dutch Companies: Structuring the Investment and Strategic Partnership

A corporate investment should identify which group entities provide funding, purchase products and deliver the proposed partnership. Dutch shareholding, commercial commitments and closing arrangements need to reflect those responsibilities.

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21 / 09 2026

W&I Insurance in Dutch M&A Compared with US R&W Insurance

W&I insurance and US R&W insurance serve a similar transaction purpose, but the interaction with Dutch warranties, disclosure and seller liability requires separate attention. This article explains underwriting, exclusions, retention, seller recourse, known risks and the relationship between the policy and the SPA.

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21 / 09 2026

Dutch Warranty and Disclosure Practice Compared with US Deals

Dutch and US acquisition agreements use similar warranty concepts, but disclosure and seller liability are structured differently in practice. This article explains general and specific disclosure, buyer and seller knowledge, materiality, caps, baskets, claim periods and the link between due diligence and warranty protection.

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21 / 09 2026

Dutch Employment and Works Council Issues Compared with US M&A

Dutch employee consultation can affect transaction structure and timing in ways that US buyers may not expect. This article explains works council advice, the SER Merger Code, employee transfer in asset deals and how these workstreams should be incorporated into signing and closing.

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21 / 09 2026

How Dutch Legal Due Diligence Differs from US Due Diligence

Dutch and US legal due diligence cover many of the same business risks, but the Dutch workstream requires different corporate records, employment analysis and transaction implementation. This article explains how Dutch counsel can fit into a US-led diligence process without duplicating lead counsel's work.

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21 / 09 2026

Letters of Intent and Exclusivity in Dutch and US M&A

A US-style LOI can be used in a Dutch acquisition, provided the binding provisions, exclusivity, financing assumptions and Dutch transaction timetable are clear. This article explains the points international buyers and counsel should address before moving into exclusivity.

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16 / 09 2026

Legal Due Diligence Readiness for Dutch Startups

A Dutch startup should enter investor due diligence with a reconciled cap table, complete corporate records, a clear IP chain and documented equity arrangements. This article explains which legal issues should be addressed before diligence starts and how Dutch counsel can prepare the company for an efficient financing process.

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16 / 09 2026

Dutch Startup Share Options in 2027: Tax Reform, SARs and Investor Implications

The Netherlands is proposing a more favourable tax regime for employee share options at qualifying startups and scale-ups from 2027. For foreign investors and founders, the development also affects option pools, dilution, Dutch BV approvals, SAR structures, due diligence and exit treatment.

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