May I prepare the annual accounts in English?

The short answer

Yes, if the general meeting resolves on another language. For publication, the language rules of art. 2:394 DCC also apply.

Basis: art. 2:362(7) and 2:394(1) DCC

When are English annual accounts permitted?

English can be appropriate with foreign shareholders or an international group. Art. 2:362(7) DCC provides that items are described in Dutch, unless the general meeting chooses another language. Record that choice. An English-language software environment is not in itself a decision on the language of the formal annual accounts.

Distinguish between the annual accounts as prepared and a translation for a bank or shareholder. If Dutch annual accounts have been drawn up, art. 2:394(1) DCC in principle requires their publication. If they have not been drawn up, the law names French, German and English as permitted publication languages. So you cannot use just any desired language for filing. Also check whether your chosen digital route supports the language concerned. An internal translation can be useful, but must visibly match the adopted documents and may not contain deviating figures or notes.

Which terms need careful translation?

Translate concepts by substance. The Dutch distinction between preparing, signing and adopting is easily lost if 'approved' is used everywhere. The same applies to a compilation report and an audit report. For an important financing or transaction file, have the terminology reviewed by someone who knows the Dutch reporting context. State the framework applied clearly: an English-language report does not automatically become an IFRS set of annual accounts. The reader must be able to understand which policies apply, which exemptions are used and what status the document has. That prevents wrong expectations on the part of a foreign recipient.

Check the presentation of figures after translation. English and Dutch institutions often use commas and points differently. Amounts, percentages, dates and thousands markers can therefore be read wrongly. Compare the totals with the source version and go through cross-references between notes. Also watch company names, legal form and the description of share capital. Do not use standard text about foreign legal procedures when the BV falls under Dutch law. A translation function may not change the content to make the text sound more natural. Preferably keep a checklist of the terms that matter for your file.

Which version is signed?

Agree which version is signed and adopted and which documents are supplied purely as a translation. Keep a separate version number for translations, so that later corrections come back in both documents. For an auditor's report, the accountant must be involved in the use of their report in another language. Arrange that before sending to a foreign bank. English annual accounts are practically usable when decision-making, content and publication route fit together. The choice of language, however, changes nothing about the responsibility for the figures or about the deadlines for your Dutch BV's annual accounts.

Sources

• KVK: guide to filing annual accounts yourself (choice of language)
• KVK: what do the annual accounts consist of?

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