Dutch accounting, auditing and filing requirements

Dutch limited liability companies are obliged to report annually on their activities and transactions according to specific rules as laid down in Book 2, part 9 of the Netherlands Civil Code.
Only General partnerships and Limited partnerships who have foreigners as partners are also obliged to report annually according to the specific rules as laid down in Book 2, part 9 of the Netherlands Civil Code.

There are no requirements to publish the accounts of the branch, with the exception of branches of foreign insurance companies and banks, which must, like Dutch companies, submit accounts to the Insurance Chamber and the Netherlands Bank respectively. However the Commercial Code requires that the accounts of the parent company are filed with the Trade Register.

An annual financial report must be prepared by management within six months after the close of the business year.

For limited liability companies, this report includes the following:
1. Financial statements
2. An annual management report
3 Certain supplementary data (other information), which includes the auditors' report and the (proposed) appropriation of results.

The law requires the use of mandatory reporting formats for company financial statements consisting of balance sheet, income statement and notes. These statements must, in principle, be drawn up using generally accepted accounting principles in the Netherlands.

In accordance with the provisions of the Civil Code for certain classes of companies, the requirements discussed above are in some cases not fully applicable because of the size of the company.

Under current Dutch legislation companies are classified as small, medium or large, based on three criteria, two of which have to be met in order to qualify as a small or medium company.

These criteria are the total value of assets, net turnover for the year and average number of employees during the year:

The criteria have to be taken into account on a consolidated basis, per legal entity.

A statutory audit requirement only exists when a company classifies as medium or large. A filing requirement of statutory accounts (in some form) exists for all companies, however based on the classification this varies from a summary balance and notes thereto to full accounts with (inter alia) a directors' report.

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Dutch accounting, auditing and filing requirementsx advice

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MGI Springeling,
chartered accountants
Koningin Emmaplein 10
3016 AB Rotterdam
The Netherlands
Tel: 00 31 10 436 22 11
Fax: 00 31 10 436 21 58
Email: info@mgispringeling.nl
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