Must a VvE (owners' association) file its annual accounts with the KVK?
No, an ordinary VvE does not file its annual accounts the way a BV does. The board must, however, give the owners an annual financial account.
Short answer
No, an ordinary VvE does not file its annual accounts the way a BV does. The board must, however, give the owners an annual financial account.
Basis: art. 5:135 and 2:48 DCC
Why is a VvE not an ordinary BV?
Registration of the owners' association (vereniging van eigenaars, VvE) in the Business Register does not automatically mean it has the same publication duty as a BV. An ordinary VvE accounts for its management to the owners. The balance sheet, statement of income and expenditure and notes are therefore still needed, even when no annual accounts are filed with the KVK.
Art. 5:135 DCC declares, among others, art. 2:48 DCC applicable to the VvE. That article governs the annual financial accountability to the meeting. The board submits the documents for approval within the applicable period; the meeting can grant an extension under the statutory conditions. Also read the deed of division and the applicable regulations. They may contain practical rules on documents, meetings and contributions. Do not simply adopt a BV template with shareholders, dividend and trading turnover. Those concepts do not fit the ordinary management of an apartment complex.
What financial accountability does the meeting receive?
Make the development of the reserve fund, bank balances, outstanding owners' contributions and maintenance costs clear. A budget for next year is not the same as the accountability for the past year. Compare actual expenses with the budget and explain important differences. Check whether contributions received and amounts still to be received have been processed correctly. A bank statement shows what has been paid, but not necessarily which costs belong to the financial year. Keep invoices, contracts and resolutions on major maintenance with the records. That way owners can follow what their contributions were used for and which obligations are still outstanding.
Art. 2:48(2) DCC governs the audit committee when there is no supervisory board and no suitable accountant's report on the true and fair view is submitted. The committee consists of at least two members who are not directors. A manager who prepares the documents does not thereby automatically replace the required review. Make sure the committee gets access to the information needed for its examination and can report to the meeting. For an exceptional VvE structure or doubt about the regulations, expert advice is appropriate. The chosen management organisation must fit the legal set-up.
How do you assess the reserve fund and the audit committee?
Keep the approval resolution and deal with any discharge in a recognisable way. Approval of figures should not be interpreted as unlimited release from liability for every act of management. Share the financial documents with the owners in good time under the applicable rules and use a secure file environment for personal data. When a bank, buyer or notary asks for information, check which version is available and what may lawfully be provided. The absence of an ordinary KVK filing duty therefore mainly means that the accountability follows a different route. For the VvE, understandable information for the owners is central, with checks in accordance with the law and regulations.
Sources
Frequently asked questions
Does registration with the KVK also mean a filing duty?
No. The publication rules for an ordinary BV therefore do not automatically apply to a VvE.
Must a VvE reserve money for maintenance?
Yes. The VvE has a reserve fund for future major maintenance.
Who looks at the annual documents?
The members deal with the accountability; depending on the set-up, there is also an audit committee.
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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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