Filing changes at the KvK after you form your BV

Why the register must stay current

When the notary incorporated your BV, the company was entered into the Handelsregister, the Dutch trade register run by the KvK (Kamer van Koophandel). That entry is the public record of who runs the company, where it sits, and how to reach it. Banks, suppliers, the Belastingdienst and counterparties all rely on it being right.

The duty does not end at formation. Dutch law obliges a BV to keep its registered details current, and several of those details, the directors, the registered office, the share ownership behind the UBO data, change over a company's life. The mechanics differ sharply depending on what is changing: some updates are a simple form you submit, others require a notarial deed before they can even take effect. Getting that distinction right is the whole game, and it is where founders most often trip up. If you have not yet formed, the non-resident formation guide covers the starting point; this guide picks up the day after.

Notary or not: the dividing line

The single most useful thing to understand is which changes can be filed directly at the KvK and which can only happen through a Dutch civil-law notary (notaris). The rule of thumb is: changes that touch the identity or constitution of the company, who owns the shares, what the articles say, need a notary; changes that are administrative facts about the company, its directors, its address, its contact details, are ordinary registry filings.

*The UBO update itself is a registry filing, but the event behind it, a share transfer that moves someone across the 25% line, may have required a notary first. The notary who passes the share deed will typically file the consequent UBO change as part of the same job.

Director changes

Appointing a new director, or removing one, is one of the more common post-formation changes, whether you are adding a co-founder as a statutory director, bringing in an external managing director, or stepping back yourself. The decision is taken by the general meeting of shareholders (a written shareholder resolution does the job for an owner-managed BV), and the appointment or removal is then registered at the KvK.

No notary is required for the registry filing. What matters is that the resolution is properly minuted and that the registry reflects reality promptly, because the KvK entry is what third parties rely on to know who can bind the company. A director who has resigned but is still showing on the register can still appear to have authority, which is exactly the kind of loose end that causes disputes. For how directorship exposes you to liability once you hold the role, see the director-liability guide.

Registered-address changes

Your BV's registered office (the official address in the Handelsregister) is where the KvK, the Belastingdienst and the courts will send formal correspondence. Changing it, because you have moved, taken an office, or switched provider, is a straightforward registry filing with no notary involved.

A few things are worth doing alongside it rather than after the fact: update the Belastingdienst so your tax post follows you, tell your bank, and reprint anything that quotes the old address. If you use a registered office through us, the address is our Rotterdam office at €69/month including mail scanning, and a change of your own correspondence address never touches the registered seat at all. The difference between a registered office and a full agent matters here, the virtual office versus agent guide draws the line, or see the virtual office service directly.

Share transfers

This is the change founders most often assume they can do online, and cannot. Shares in a Dutch BV are not transferred by a KvK form, a private agreement, or a board minute: a transfer of shares is only valid when executed by a notarial deed of transfer (akte van levering) before a Dutch civil-law notary. It is the same notarial requirement that governs incorporation, and it exists to make ownership of a BV legally certain.

That requirement applies whether you are selling shares to a buyer, bringing in an investor, splitting the cap table between co-founders, or moving your operating shares up into a personal Holding BV. Practically, the steps are:

1. Agree the terms (price, who is buying, any blocking-clause or pre-emption rules in the articles).
2. The notary drafts and passes the deed of transfer, verifying the parties and that the articles permit the transfer.
3. The shareholder register is updated to reflect the new holding.
4. The UBO register is updated if the transfer moves anyone above or below the 25% beneficial-ownership threshold, within the 7-day window.

Because a transfer often changes who the beneficial owner is, the share deed and the UBO update are best handled together. If your share move is part of building a holding-on-top, the retrofit-holding guide covers the share-for-share route specifically, and the holding-structure guide explains why founders put a Holding BV above the operating company in the first place.

The 7-day UBO window

The UBO (Ultimate Beneficial Owner) register names the natural persons who hold more than 25% of your BV or otherwise control it. You file it at incorporation, and then, critically, you have only 7 days to update it after any change in beneficial ownership or control. That window is much shorter than people expect, and it is easy to let it slip while attending to the deal itself.

The events that trigger a UBO update are not limited to share sales. The common ones are:

• A new shareholder acquires more than 25% of the BV.
• An existing UBO's stake drops below 25%.
• A UBO changes their legal name, nationality, or country of residence.
• A pseudo-UBO (a registered director, in a structure that relies on the director fallback) changes.

Since the 22 November 2022 CJEU ruling, the register is no longer publicly searchable, access is restricted to competent authorities and AML-obliged parties, but the obligation to keep it accurate is unchanged. The simplest discipline is to treat every director change and every cap-table change as automatically triggering a UBO check, so the 7-day clock is never a surprise. For the full picture of what is held, what is disclosed, and who can see it, read the UBO register guide.

Changing the articles of association

Your BV's articles of association (statuten) are its constitution: they set the share classes, the rules for transferring shares, voting arrangements, and the company name. Amending them, to create a new class of shares for an option pool, to change the name, or to adjust governance, is a notarial act. The notary drafts the deed of amendment, passes it, and the change is then registered.

A name change is the case founders raise most. Renaming the BV is an amendment to the articles and so needs the notary, not a quick KvK form, and the new name still has to clear the same availability and distinctiveness rules as at formation. If a rename is on your mind, check the name first; the KvK name-check guide explains what the registry will and will not accept.

What each change costs

We keep the pricing on changes deliberately simple, in the same spirit as the all-in formation price.

• Routine registry filings (director appointment or removal, registered-address change, contact and trade-name updates, a UBO update that does not need a deed) are €145 per change, filed from your dashboard.
• Notarial changes (a share transfer, a share issue, an amendment to the articles) carry the Dutch notary's fee on top of our handling. We quote that fee up front, before anything is drafted or signed, so there is no surprise at the end.

For context, your BV was formed at €1,295 all-in (BTW included), the Growth package at €1,895, or the Holding + Operating BV package at €2,495, and ongoing bookkeeping and filing run from a monthly accounting subscription. Map your own combination of one-off changes and recurring costs in the cost calculator, or see the full pricing page for the add-on list.

If you let the register go stale

The temptation, mid-fundraise or mid-move, is to deal with the registry "later". The reasons not to are concrete rather than theoretical:

• The KvK can block further filings if your data is out of date, which gums up unrelated, time-sensitive paperwork.
• Your bank can freeze or stall the account. A bank cannot complete its own AML checks against wrong UBO data, so a stale register can quietly choke your banking, the most common real-world bite for non-resident founders. See the business bank account guide on why the data has to be clean.
• Fines. Failure to keep the UBO register accurate can attract an administrative fine of up to €22,500 under the Wwft, and material false disclosure can carry criminal exposure.
• Authority confusion. A director shown on the register who has actually left can still appear able to bind the company, exactly the kind of ambiguity that turns into a dispute.

None of this is hard to avoid. Each individual change is small; the cost only appears when several are left to pile up. Keeping a short habit of "every ownership or governance change triggers a filing within days" keeps the register, and your bank, untroubled.

FAQ