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Filing your BV’s annual accounts: what should you do if they have not been adopted?
Check the deadlines for your BV’s annual accounts, the consequences of signing them and what to do if shareholders have not yet agreed on adoption.
Summary
Check the deadlines for your BV’s annual accounts, the consequences of signing them and what to do if shareholders have not yet agreed on adoption.
Key points
- Does your BV still need to file its annual accounts? Start with three separate steps: the management board prepares the annual accounts, the shareholders adopt them and publication at KVK follows. Each step has its own significance. For an ordinary Dutch BV, the management board must, in principle, prepare annual accounts within five months after the end of the financial year.
- In special circumstances, the general meeting may grant an extension of up to five months. That is not a general extension for filing.
- After adoption, an eight-day period applies. There is also an ultimate deadline of twelve months after the end of the financial year. Any earlier obligation therefore remains important. Are all shareholders also directors?
- Signing may then immediately constitute adoption. Check the articles of association and the position of other persons entitled to attend the general meeting. If the annual accounts have not yet been adopted, the prepared version may nevertheless have to be made public on time, with the correct statement of its status.
Please note
Not legally reviewed yet
Transcript
Business law in the Netherlands.
Does your BV still need to file its annual accounts? Start with three separate steps: the management board prepares the annual accounts, the shareholders adopt them and publication at KVK follows. Each step has its own significance. For an ordinary Dutch BV, the management board must, in principle, prepare annual accounts within five months after the end of the financial year.
In special circumstances, the general meeting may grant an extension of up to five months. That is not a general extension for filing.
After adoption, an eight-day period applies. There is also an ultimate deadline of twelve months after the end of the financial year. Any earlier obligation therefore remains important. Are all shareholders also directors?
Signing may then immediately constitute adoption. Check the articles of association and the position of other persons entitled to attend the general meeting. If the annual accounts have not yet been adopted, the prepared version may nevertheless have to be made public on time, with the correct statement of its status.
If there is a dispute, do not automatically wait for agreement. Arrange the practical steps as well: who will submit the accounts, is the authorisation available and who will verify receipt?
Keep the confirmation and look up the correct financial year in the Dutch Business Register. If a delay is imminent, have your accountant and, where necessary, a lawyer review the same timetable.
Read the full article and sources. General information does not replace advice about your own situation.
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