Simplification of the rules applicable to limited liability companies

The act on the simplification and flexibilisation of the laws applicable to Dutch private limited liability companies (“Wet vereenvoudiging en flexibilisering B.V. recht”) will come into effect on October 1, 2012. This act simplifies the rules governing the private limited liability company (BV) and increases the freedom to structure BVs in a more tailored format.

The principal changes under the new rules applicable to BVs can be viewed via the pdf: 'Corporate legal consultancy - Rules applicable to limited liability companies'.

The act on the simplification and flexibilisation of the laws applicable to Dutch private limited liability companies does not require BVs to adopt amended or new articles of association in order to comply with the new legislation. However, we advise reviewing the articles of association and shareholders agreements of BVs. In some cases it is preferable or even mandatory to execute amendments, in order to fully benefit from the new modernised version of Dutch private company law.