Corporate Structures Newsletter - June 2016
Director Disqualification Act enters into force on 1 July 2016
On 1 July 2016, the Director Disqualification Act (in Dutch: Wet civielrechtelijk bestuursverbod) will enter into force. The purpose of this act is to combat bankruptcy fraud and prevent managing directors from continuing mala fide activities through existing or new legal entities. Similar legislation is already in place in at least 11 other European Union member states.
Not a public benefit organization after all: revocation of the “ANBI” status with retroactive effect
Most non-profit organizations in the Netherlands are keen to be officially designated as a public benefit organization (in Dutch: Algemeen Nut Beogende Instelling or ANBI) by the Dutch Tax Authorities, to take advantage of the various tax benefits such a status affords. For example, ANBIs are not obliged to pay gift tax or inheritance tax on donations or inheritances that they receive, and persons or companies donating to ANBIs may deduct the donations from their income tax. Moreover, ANBIs themselves can make donations for which the receiver is not required to pay any gift tax.
Dividend payments by Dutch BVs – law and practice
It is important for a Dutch BV’s managing directors and shareholders to know under which circumstances dividend distributions are allowed. Especially so since a new statutory regime has been introduced in October 2012 for the payment of dividends and other distributions by BVs to their shareholders. For this reason, the main principles of this regime, as laid down in article 2:216 of the Dutch Civil Code, are summarized below and illustrated by means of two court cases.