Netherlands: Guidance on tax consequences of asset transfers during liquidation within fiscal unity, amendments to definition of exempt investment institution

Recent tax guidance for companies in the Netherlands

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March 3, 2025

The Ministry of Finance on February 5, 2025, released a notification providing guidance on the tax consequences of asset transfers during a company's liquidation within a fiscal unity. The notification states that the recapture rule for transferred assets does not apply if a company is liquidated under article 15aa (1)(c) CITA because no clear fiscal unity disintegration moment exists. This means that the recapture rule does not apply to assets transferred under an earlier liquidation.

In addition, the government on January 17, 2025, issued guidance regarding amendments to the definition of the exempt investment institution (VBI). The revised rules limit the VBI regime's access to investment institutions and undertakings for collective investment in transferable securities (UCITS) catering to a broad audience or institutional investors, preventing its use for private asset management or family-owned start-ups. The guidance also details the VBI tax exemptions and obligations.


For more information, contact a KPMG tax professional in the Netherlands:

Michael van Gijlswijk | vanGijlswijk.Michael@kpmg.com

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