Legal entity in liquidation

  • 27 January 2022
  • Edited 6 January 2025
  • 1 min

Has your legal entity been dissolved and there are still assets or debts? Then the legal entity continues to exist until the assets are distributed and the debts settled. This process is called being in liquidation. Find out what else you need to do.

Also see: How to dissolve a legal entity

Appointing liquidators 

Directors usually double as liquidators, unless other people are designated as liquidators in the resolution to dissolve or the articles of association. Directors will almost always resign from their position after liquidators are appointed. 

Statement of accounts and plan of distribution

The liquidators list all assets and debts and sell the assets to pay off debts. The liquidators prepare an overview called a statement of accounts. It is possible that assets or money remain after paying off the creditors, this is called a surplus.

If 2 or more people are entitled to that surplus, the liquidators make a plan of distribution. This specifies how the surplus will be divided between these people. They are, for example, the members or shareholders of the legal entity.

File with KVK by post

The liquidators submit the statement of accounts and, if applicable, the plan of distribution by post to KVK. These documents will remain available for inspection at KVK for 2 months. 

Notice in newspaper 

The liquidators place a notice in a newspaper making known where and until when interested parties can view the filed documents. 

Anyone who disagrees with the statement of accounts or the plan of distribution can lodge an objection with the court within 2 months of the date on which the notice was published. If anyone objects, the liquidation cannot proceed until the court has ruled on the objection. 

If no one lodges an objection, the liquidators can implement the plan of distribution after 2 months. The liquidation is complete when there are no more assets. This means the legal entity ends. 

Deregistering the legal entity 

The liquidators must notify KVK of the end of the legal entity. It will then be deregistered from the Business Register. 

Deregister a BV without assets

This can be done via My KVK.

Deregistration of other legal structures

Download Form 17b Register the end of a legal entity after dissolution and complete it. The liquidator must sign the form. Then send it, with a copy of a valid proof of identity of the person who signed the form, to one of the KVK postal addresses.

UBO deregistration not necessary

When KVK deregisters your organisation, it automatically deregisters your organisation's UBOs. You do not have to do this yourself.