Annual accounts and accountants: when required?

Annual accounts and accountants: when required?

This page isn't final yet: We're still double checking the relationship between the legal requirements on this page + described on  ⁠⁠Annual reporting for Dutch nonprofits: which reporting regime applies?⁠ .

Whether your Dutch foundation needs annual accounts, and whether an accountant must audit them is determined by the (1) Dutch civil code (Burgerlijk Wetboek) and your (2) founding documents and donor/grant/loan agreements. Besides that, it's als important to keep (3) ANBI requirements in mind (if you are or want to become an ANBI).

The law is not the only source of an audit requirement. Your articles of association (statuten), a donor, a grant provider, or a lender can require an audit too. So always check those documents and agreements as well before ruling an audit out.


Dutch civil code (Burgerlijk Wetboek) requirements

Does the Dutch civil code require your stichting to prepare annual accounts?

Check Mark Button Yes:
When both of the following apply ( art. 2:360, paragraph 3, BW ):
    The foundation (stichting) runs one or more enterprises that must be registered in the Dutch Commercial Register (Handelsregister). The Belastingdienst tests this with  these three criteria :
    Sustainable organization of capital and labor (people are regularly active for the foundation).
    Participation in the economic activity (the foundation sells products or services to individuals or organizations outside the foundation)
    Aim to make a profit (sales aren't just meant to cover its costs)
    The net turnover of that enterprise (or combined enterprises) reaches at least €7.5 million in two consecutive financial years.
Exception (irrelevant for most nonprofits Moral Fabric serves): if another law already requires the foundation to publish an equivalent financial report (e.g. pension funds, housing corporations, healthcare institutions), art. 2:360 lid 3 does not apply additionally.

Cross Mark No: If your foundation does not meet these conditions. In that case, the Burgerlijk Wetboek (BW) does not require annual accounts (jaarrekening).
Be aware: regardless of whether you need annual accounts under the BW, the bookkeeping duty ('administratieplicht',  art. 2:10 BW ) applies to every legal entity regardless of size.

Is an audit of the annual accounts legally required (according to the Dutch civil code)?

Check Mark Button Yes:
If your stichting is considered as a medium-sized or large legal entity ( art. 2:393 BW ).
Cross Mark No:
If your stichting is considered as "small". You qualify as small by meeting at least two of these three criteria, tested on two consecutive balance sheet dates without a gap ( art. 2:396 BW ):
    Balance sheet total ≤ €7.5 million (total assets, at acquisition or manufacturing cost).
    Net turnover ≤ €15 million for the financial year.
    < 50 employees on average over the financial year.

Which situation applies to your stichting according to the Dutch law?

Situation
Annual accounts required?
Accountant audit required?
No enterprise, turnover under €7.5 million, or sector specific obligation
Cross Mark
Cross Mark
Turnover over €7.5 million, but still 'small' under art. 2:396 (2 of the 3 criteria met)
Check Mark Button
Cross Mark
Medium or large under art. 2:396 / 2:397
Check Mark Button
Check Mark Button


ANBI requirements

Does ANBI require annual accounts or involvement of an accountant?

Cross Mark No:
ANBI status doesn't  require  annual accounts or an accountant. It does, however, come with its own (far lighter) financial obligations. Your organization must:
    Keep records showing, among other things, payments to policymakers, costs incurred, and the nature and size of its income, assets, and expenditures.
  • The Belastingdienst details these  administrative record-keeping obligations  .
    Publish a financial statement on its own website (or a shared one such as an umbrella organization's) within 6 months of the end of the financial year: a balance sheet, a statement of income and expenses, and notes.
  • The Belastingdienst sets out  what the published financial statement must contain  .
  • Large ANBIs must publish using the  Belastingdienst's mandatory standard form  , and the same page explains  which organizations count as large  .
For other (non financial) ANBI requirements, check the  Belastingdienst website  and  ⁠⁠ANBI requirements & FAQs⁠ .


Related pages

This page only answers whether you need a jaarrekening and whether it needs an accountant. A separate, income-based test then decides its required content and format, using the Richtlijnen voor de Jaarverslaggeving (RJ 650 vs RJk C2), with different thresholds than the BW test above. See: