Why your BV has a Shareholders’ Register
- Edited 5 November 2026
- 2 min
- Rules and laws
- Managing and growing
Every besloten vennootschap (BV) must have a Shareholders' Register. This is a record of who owns the shares in the company and which rights come with the shares. Read about what else is in the register and why it is important.
When you start a BV, you get a Shareholders' Register from your civil-law notary. This is often a blue booklet. But it is sometimes also a digital document.
In the register, you can see how the shares of the BV are divided. Is there just 1 shareholder, a small group, or many more?
What is in the Shareholders' Register?
The Shareholders' Register contains information about the shares and shareholders:
- How many shares there are.
- Who the owners of the shares are (names and addresses).
- The number of shares an owner has and the unique numbers of those shares.
- How and when the shareholders became owners of the shares.
- When the BV was incorporated and with which civil-law notary.
- The dates on which the BV's articles of association have been amended.
Other people besides the shareholder may have rights to shares. For example, a right of (pandrecht) or usufruct (vruchtgebruikrecht) may be connected to shares. Or sometimes shares are . These rights are recorded in the shareholders' register.
Who is responsible for the register?
The board of the BV is responsible for keeping and updating the Shareholders' Register. You keep the register at the BV's address.
If the details of shareholders change, the board must see to it that the register is updated. Some data can be updated by the board itself, such as addresses and contact details of the shareholders. Do shares change hands, or are there changes to the articles of association? Then a civil-law notary must update the register.
Changing the Shareholders' Register through the civil-law notary
The civil-law notary first checks the register of shareholders to see who the shareholders are. The notary then records the changes in a notarial deed. This is a document signed by the notary and all parties involved.
Once the deed has been signed, the civil-law notary enters the changes into the register of shareholders. The notary can therefore update the register, but the board of the BV remains responsible for the accuracy of the information. The notary does not keep a copy of the register of shareholders.
What do you use the register for?
Shareholders’ meeting
Are you organising a shareholders' meeting? Then check in the register who the shareholders are so you can be sure you invite the right people.
Usually, shareholders have voting rights and make decisions about the BV. Others may be present and speak at the meeting. They have so-called meeting rights. Holders of certificates may also have meeting rights. The Shareholders’ Register shows who has what right.
Banking matters
In some situations, you need to prove that you own shares. For example, are you opening a bank account for the BV or borrowing money from a bank? Then the bank often wants to see the register to check who the shareholders are and whether there are special rights or agreements attached to the shares.
What happens if the Shareholders' Register is inaccurate?
If changes have not been updated, your Shareholders' Register of shareholders will be inaccurate. This could cause problems if a shareholder wishes to sell shares, or if you are organising a general meeting of shareholders and do not know who is entitled to vote. Is the register inaccurate? If so, you must amend it (or have it amended).
What should you do if you lose the Shareholders’ Register?
If you have lost the Shareholders’ Register, a civil-law notary can reconstruct it for you. The notary will have to look up all deeds relating to the company, such as the deed of incorporation, deeds of amendment of the articles of association, and deeds of transfer of shares.
They then record this information in a replacement Shareholders’ Register. The BV's board members must sign the new register to confirm the accuracy of the information it contains. This process costs time and money. So, make sure you store the original Shareholders' Register carefully.
Frequently asked questions
When a bank lends money to someone, it wants to be sure that the money will be repaid. The person borrowing the money must therefore provide valuable assets as security. Shares, for example. If the borrower is unable to repay the loan, the bank is entitled to sell the shares and use the proceeds to settle the debt. This is known as pledging (verpanden).
Usufruct (vruchtgebruikrecht) is the right to use property (assets) owned by someone else. For example, you can be a ‘usufructuary’ of someone’s shares. In that case, you are entitled to the dividend: the money that the BV pays to its shareholders when it makes a profit.
Law proposal: Central Shareholders' Register
Some BVs lose their Shareholders' Register or fail to keep it up to date. To prevent any problems arising from this, a law has been proposed to establish a Central Shareholders' Register (CAHR). Civil-law notaries would be required to keep a digital record of changes for each BV. Unlike the UBO register, the CAHR must list all shareholders. The proposal has not yet been passed by the Lower and Upper Houses of parliament.
