Annual accounts of a Dutch NV: prepare, file and costs

The short answer

The board of an NV prepares the annual accounts within five months, the general meeting adopts them and the NV files them with the KVK (Dutch Chamber of Commerce) at the latest twelve months after the financial year. A listed NV in principle has four months, applies IFRS in the consolidated annual accounts, has no size exemptions and sends its documents to the AFM (the Dutch Authority for the Financial Markets).

Updated 30 October 2026

Key facts

Two kinds of NV, two regimes

The NV falls under Title 9 (art. 2:360(1) DCC). One question decides the regime: are its shares or bonds admitted to trading on a regulated market? Then the NV is a public-interest entity and the exemptions for micro, small and medium-sized lapse (art. 2:398(7) DCC).

Preparing the annual accounts of an NV

The board prepares the annual accounts and makes them available for inspection by the shareholders; directors and supervisory directors sign (art. 2:101(1) and (2) DCC). The general meeting adopts. Unlike at the BV, signature by shareholders who are also directors does not count as adoption: a resolution is always needed.

1. Establish whether the NV is a public-interest entity.
2. If not, determine the size class on two consecutive balance sheet dates, including the group companies.
3. Work out the equity. Distributions are possible only to the extent that equity exceeds the paid-up and called-up capital plus the statutory and articles-based reserves (art. 2:105(2) DCC).
4. Include the disclosures that concern only the NV, such as the remuneration per director for an unlisted NV without a closed character (art. 2:383b DCC); small NVs are exempt from that.
5. Have the accountant audit where that is mandatory; the general meeting gives the engagement (art. 2:393(2) DCC).

Components of the NV annual accounts and an example

A small NV prepares the same documents as a small BV. If the NV is medium-sized or large, the management report, the other information with the auditor's report and often consolidated annual accounts are added.

Example: a family NV in wholesale

On both balance sheet dates the NV is above all the limits for small and below those for medium-sized. It is medium-sized: audit requirement, management report and a profit and loss account that is published in abridged form (art. 2:397(3) and (5) DCC). For financial year 2025 the board prepares by 31 May 2026 at the latest, with extension by 31 October 2026 at the latest.

If the same NV lists bonds on a regulated market, the medium-sized status lapses. It applies the full regime, in principle prepares within four months and sends its documents to the AFM.

Filing: KVK or AFM

The unlisted NV files within eight days of adoption and at the latest twelve months after the financial year (art. 2:394(1) and (3) DCC); for financial year 2025 that is 31 December 2026. Micro and small can use the KVK portal; see the guide to filing with the KVK. Medium-sized and large file digitally via SBR software or upload the adopted documents in the KVK portal. For large, electronic filing is mandatory from financial year 2025, in XBRL or XHTML/iXBRL.

The listed NV meets the duty by sending the adopted annual accounts, the management report and the other information to the AFM (art. 2:394(8) DCC).

If the NV meets the conditions of the structure regime, it makes a declaration of that to the Business Register within two months of adoption (art. 2:153(1) DCC). Anyone who files late commits an economic offence; for directors of an NV, the presumption of evidence of art. 2:138(2) DCC applies in bankruptcy.

What do the annual accounts of an NV cost?

The class and the audit determine the costs. For filing, the KVK charges nothing.

The audit fee depends on size, number of locations and internal control. A file with reconciliations and supporting documents makes the audit easier to plan.

Prepare it yourself or outsource at an NV

Preparing it yourself is allowed in every class. The audit is mandatory from medium-sized (art. 2:393(1) DCC) and always with a listing; the NV then notifies the AFM in advance which accountant it wants to appoint.

External advice is wise for a capital reduction, a buy-back of own shares, a first consolidation or the switch to IFRS. For the small, unlisted NV the consideration is the same as for the BV.

Common mistakes at the NV

• Counting on an extension at a listed NV, where none exists.
• Forgetting that a listing of bonds alone already makes the NV a public-interest entity.
• Receiving the auditor's report only after the general meeting; without the report the meeting in principle cannot adopt (art. 2:393(7) DCC).
• Skipping the declaration for the structure regime.

Jaarrekening.io and the NV

The annual accounts route of Jaarrekening.io follows Title 9 and is intended for the unlisted NV. The app calculates with the preparation period of art. 2:101 DCC and shows the final filing date per financial year. If you indicate that the NV is listed, it applies the regime for large; it makes no IFRS annual accounts or reporting to the AFM. For a large NV too it makes an XBRL file as a validation candidate; the accountant submits it with SBR software, and it makes no iXBRL file. The app submits nothing. You create an account yourself.

Sources

• Art. 2:101 DCC: preparing, signing and adopting at the NV; four months with a listing
• Art. 2:67 DCC: minimum capital of the NV
• Art. 2:105 DCC: when an NV may distribute
• Art. 2:383b DCC: remuneration disclosures for the NV
• Art. 2:362 DCC: voluntary application of IFRS
• Art. 2:398 DCC: no size exemptions for public-interest entities
• Art. 2:394 DCC: filing; submission to the AFM with a listing
• Art. 2:153 DCC: declaration for the structure regime
• Art. 2:138 DCC: liability of NV directors in bankruptcy
• Regulation (EC) 1606/2002, art. 4: IFRS for listed companies (EUR-Lex)
• KVK: Filing with SBR (digital duty per business class)
• KVK on the routes for medium-sized: Zelf Deponeren portal or SBR software
• KVK on the formats for large: XBRL or XHTML/iXBRL
• Economic Offences Act (Wet op de economische delicten): late publication as an economic offence

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