Preparing Dutch annual accounts: rules, components and deadlines
What Dutch law requires of annual accounts, who prepares and adopts them, what you prepare and publish per size class, and how that works out for a small BV.
The short answer
Preparing annual accounts (jaarrekening) means that after the end of the financial year the board prepares a balance sheet, a profit and loss account and notes under Title 9 of Book 2 of the Dutch Civil Code. A BV does this within five months. The general meeting then adopts the annual accounts and the BV files the publication documents with the KVK (Dutch Chamber of Commerce) within eight days.
Updated 30 October 2026
Key facts
| Legal basis | art. 2:361(1) DCC (components), art. 2:362(1) DCC (true and fair view), art. 2:210 DCC (preparation and adoption by a BV) |
| Who | BV, NV, cooperative and mutual insurance society; foundation and association with an enterprise above the turnover threshold (art. 2:360 DCC) |
| Preparation | Within five months after the financial year for a BV and NV; the general meeting can extend this by at most five months |
| Publication | Eight days after adoption, with twelve months after the financial year as the outer limit (art. 2:394(1) and (3) DCC) |
| Responsible | The board; all directors and supervisory directors sign (art. 2:210(2) DCC) |
What the law means by annual accounts
The law defines the annual accounts as the company-only annual accounts, consisting of the balance sheet and the profit and loss account with the notes, plus the consolidated annual accounts if the entity prepares them (art. 2:361(1) DCC). A management report and the other information belong to the annual report, but are not part of the annual accounts themselves.
The yardstick is insight. Under standards regarded as acceptable in society, the annual accounts must give an insight that allows a reader to form a sound judgement on the equity and the result, and as far as possible on solvency and liquidity (art. 2:362(1) DCC). The Dutch Accounting Standards Board (Raad voor de Jaarverslaggeving) works these standards out in its Guidelines; see Dutch GAAP.
Two rules shape the document. You recognise income and expenses in the year to which they relate, even if the money comes in or goes out in another year (art. 2:362(5) DCC). And each line item shows, as far as possible, the amount of the prior year (art. 2:363(5) DCC).
Title 9 applies to the BV, the NV, the cooperative and the mutual insurance society, and to a foundation or association with an enterprise whose net turnover in two consecutive financial years is at least half the turnover threshold for small entities (art. 2:360(1) and (3) DCC). A sole proprietorship or an ordinary general partnership (vof) does not fall under it. A BV without turnover does.
From bookkeeping to annual accounts: four phases
Preparation is a chain of four phases, each with its own responsible party. How to carry out each step is explained in the guide to preparing the annual accounts of a BV yourself.
| Phase | What happens | Who | Legal basis |
|---|---|---|---|
| 1. Closing | Bring the bookkeeping up to date, post closing entries, finalise the trial balance | Board (administration) | art. 2:10(1) DCC |
| 2. Preparation | Classify balances into the statutory line items, measure, write the notes, sign | Board | art. 2:210(1) and (2) DCC |
| 3. Adoption | Approve the prepared annual accounts as the final account | General meeting | art. 2:210(3) DCC |
| 4. Publication | File the publication documents with the Business Register | Entity (board) | art. 2:394(1) DCC |
Preparation and adoption are therefore different moments. If all shareholders are also directors, signing by all directors and supervisory directors counts as adoption at the same time, unless the articles of association exclude this (art. 2:210(5) DCC). See the guide to adoption and the guide to filing with the KVK.
For the cooperative and for the foundation or association with an enterprise, the preparation period is six months, extendable by at most four. All deadlines are listed under publication deadline and extension.
Worked example: a small BV for financial year 2025
A wholesaler in the form of a BV has a financial year equal to the calendar year. The figures below are fictitious.
| Criterion | 31-12-2024 | 31-12-2025 | Micro threshold | Small threshold |
|---|---|---|---|---|
| Assets (balance sheet total) | € 580.000 | € 612.000 | ≤ € 450.000 | ≤ € 7,5 mln |
| Net turnover | € 1.210.000 | € 1.340.000 | ≤ € 900.000 | ≤ € 15 mln |
| Average number of employees | 7 | 8 | < 10 | < 50 |
On both balance sheet dates the BV exceeds two micro thresholds and stays below all thresholds for small. It is a small entity (art. 2:396(1) DCC).
The trial balance closes with a result before tax of € 96.000. Assume the taxable amount is the same. Corporate income tax is then 19,0% × € 96.000 = € 18.240 and the result after tax € 77.760. Equity moves as follows: balance at 1 January € 184.000, plus result € 77.760, minus dividend paid in 2025 € 30.000, gives € 231.760 at 31 December.
The sole shareholder is also the sole director and signs the prepared annual accounts on 20 April 2026; here that is also the adoption. The BV files an abridged balance sheet with notes by 28 April 2026 at the latest; it does not publish the profit and loss account.
What you prepare and publish per size class
The size class follows from the law, not from a choice: what counts is whether the entity meets two of the three criteria on two consecutive balance sheet dates. The explanation is under size criteria.
| Component | Micro | Small | Medium-sized | Large |
|---|---|---|---|---|
| Requirements: two of three, on two consecutive balance sheet dates (financial years from 1-1-2024) | assets ≤ € 450.000, net turnover ≤ € 900.000, < 10 employees | assets ≤ € 7,5 mln, net turnover ≤ € 15 mln, < 50 employees | assets ≤ € 25 mln, net turnover ≤ € 50 mln, < 250 employees | At least two medium-sized thresholds exceeded |
| Prepare (internal) | Abridged balance sheet and abridged profit and loss account | Balance sheet, profit and loss account and notes with exemptions | Annual accounts with some exemptions, management report, other information | Full annual accounts, management report, other information |
| Publish | Only the abridged balance sheet (art. 2:395a(8) DCC) | Abridged balance sheet and notes (art. 2:396(8) DCC) | Simplified balance sheet and profit and loss account, notes, management report, auditor's report (art. 2:397 DCC) | Everything, without simplification |
| Statutory audit | No | No | Yes (art. 2:393(1) DCC) | Yes |
| Management report | No | No | Yes (art. 2:391 DCC) | Yes |
Common mistakes
- Confusing preparation and filing. The five-month period concerns preparation. For filing, eight days after adoption apply, with the outer limit of twelve months.
- Treating the tax return as the annual accounts. The tax return follows tax rules, the annual accounts follow Title 9, unless a micro or small entity applies all tax principles (art. 2:396(6) DCC).
- Only preparing the publication balance sheet. A micro or small BV also prepares an internal profit and loss account, which the general meeting adopts as well.
- Waiting for the meeting. If the general meeting does not adopt within two months after the preparation period, the board publishes the prepared annual accounts (art. 2:394(2) DCC).
What Jaarrekening.io does here
Jaarrekening.io reads an XAF audit file or a trial balance in Excel or CSV and maps the accounts to the statutory line items: based on RGS codes where they are included, otherwise with an AI suggestion that you confirm. The amounts come from fixed calculation rules. For the notes and the management report, the AI writes editable drafts. The app compiles a publication version per size class and sends nothing to the KVK.
Sources
- Art. 2:360 DCC: which entities Title 9 applies to (wetten.overheid.nl, in Dutch)
- Art. 2:361 DCC: components of the annual accounts (wetten.overheid.nl, in Dutch)
- Art. 2:362 DCC: true and fair view, allocation, language and currency (wetten.overheid.nl, in Dutch)
- Art. 2:363 DCC: offsetting, layout and comparative figures (wetten.overheid.nl, in Dutch)
- Art. 2:210 DCC: preparation, signing and adoption by a BV (wetten.overheid.nl, in Dutch)
- Art. 2:394 DCC: publication: eight days and twelve months (wetten.overheid.nl, in Dutch)
- Art. 2:396 DCC: small entity (wetten.overheid.nl, in Dutch)
- KVK: What do the annual accounts consist of? (in Dutch)
- Dutch Accounting Standards Board: Guidelines for medium-sized and large entities (rjnet.nl, in Dutch)
- Dutch Tax Administration: corporate income tax rates (in Dutch)
Frequently asked questions
What is the difference between preparing and adopting?
The board prepares the annual accounts: it draws them up and signs them. The general meeting adopts them: it approves the prepared annual accounts as the final account (art. 2:210(3) DCC). Only the adoption starts the eight-day period for filing.
Who is responsible if the bookkeeper prepares the annual accounts?
The board. Outsourcing does not change the statutory duty: the board prepares the annual accounts and all directors sign them (art. 2:210(1) and (2) DCC).
Does a BV without turnover have to prepare annual accounts?
Yes. The duty follows from the legal form, not from the activity: a BV without turnover also prepares annual accounts every year and files them.
May the annual accounts be in English or in another currency?
The line items are described in Dutch unless the general meeting decides otherwise; a foreign currency is allowed if the activities or the international structure of the group justify it (art. 2:362(7) DCC). Filing in French, German or English is only allowed if no Dutch version has been prepared (art. 2:394(1) DCC).
How long do I keep the annual accounts and the underlying records?
Seven years. The board keeps the books, records and other data carriers of the administration for that period (art. 2:10(3) DCC).
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Preparing Dutch annual accounts?
Your first set of annual accounts is free, for every size class. Create an account and prepare the annual accounts of your Dutch company under Title 9 of Book 2 of the Dutch Civil Code.
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