Netherlands corporate law reform 2027: Wider access to English language articles of association
The Netherlands is widening access to English language articles of association for private companies with limited liability (BVs). Under a draft bill published as part of the 2027 Justice and Security Simplification Bill, all BVs will be able to adopt English articles at incorporation, regardless of the type of notarial deed used. Ecovis experts explain the details of the law, which is scheduled to enter into force on 1 January 2027, and its significance for companies.
Since 2024, a BV incorporated by electronic notarial deed can already have English articles of association, with later amendments permitted in English as well. The draft bill extends this option to BVs incorporated by a traditional, non-electronic deed. Once the bill enters into force, every founder will have a choice at incorporation: draw up the articles of association in Dutch or in English, with amendments following the same language.
What the English language option offers
Choosing English articles means that the authentic, legally binding version of the company’s articles of association are in English from the start. There is no separate informal translation to maintain, and no risk of nuance being lost between a Dutch original and an English working version used in practice.
Under the draft bill, a BV incorporated with English articles of association can later amend them into Dutch. However, the reverse is not possible and a BV incorporated with Dutch language articles of association cannot switch to English afterwards.
We provide advice on the incorporation of BVs, draft articles of association and assist companies in weighing the option of having English language articles of association as part of the incorporation process.
Allard Schuering, Civil-law notary, Partner, KienhuisHoving – Member of ECOVIS International, Utrecht, Netherlands
The importance of language choice for companies
The decision to use Dutch or English when establishing a company is of great importance. Starting in English keeps both options open for the future, since a later move to Dutch remains available. Starting in Dutch fixes the language of the articles for the life of the company under the current proposal. Anyone incorporating a new Dutch BV should consider early on whether English language articles suit their situation, since the choice is made at incorporation.