Liquidation/Dissolution services

A legal entity (BV) will be wound-up by means of a resolution passed by its General Meeting. The General Meeting should be convened in accordance with the stipulations in the Articles of Association. The BV's Articles of Association may stipulate that the resolution be passed by a qualified majority vote. The Articles may provide for shareholders' resolutions to be passed without a meeting. The dissolution takes effect upon the passing of the resolution, unless the resolution provides for a later date.

Based on one of the following scenarios 3 alternative options for a dissolution exists:

- At the time of the dissolution there is sufficient equity so that a surplus remains after satisfaction of all creditors;

- The assets are not sufficient to satisfy all creditors (deficit);

- There are no assets and no liabilities.

In case the liabilities will or will be expected to exceed the assets (deficit), the liquidators must file a petition for bankruptcy unless all creditors agree to a voluntary liquidation procedure outside a bankruptcy procedure.

If the company at the time of dissolution has no assets and no liabilities (the balance sheet total is zero), it may opt for a speedy “turbo liquidation” procedure.

Please get in touch with us to learn more about the liquidation options depending on the type of legal entity and the financial circumstances.

CIS Management B.V. can assist with voluntary liquidation and turbo liquidation procedures for Dutch companies.

Services offered:

- General planning and compliance

- Assistance with tax clearance procedures

- Acting as liquidator

- Acting as custodian of the books