For many small BVs, the annual accounts feel like something that lives with the accountant. Until the deadline passes. Then it becomes the director’s problem, personally. The rules around filing with the Kamer van Koophandel (KVK) are not flexible, and the risks of missing them are often underestimated.
The law is straightforward. After the end of the financial year, the annual accounts must be prepared within five months. In special circumstances, shareholders may grant an extension of up to five additional months, bringing the preparation period to a maximum of ten months. Once the accounts are adopted, they must be filed with the KVK within eight days. Regardless of adoption, the ultimate deadline is twelve months after the end of the financial year. By that point, the definitive annual accounts must be deposited. The law does not recognise a “provisional” annual account.
If the accounts are not filed on time, the consequences become serious in the event of bankruptcy. The law then assumes that the board has performed its duties improperly. This is known as “omkering van de bewijslast” reversal of the burden of proof. Instead of a curator having to prove mismanagement, the director must prove that the late filing was not an important cause of the bankruptcy. In practice, that is a very difficult position to defend.
Late filing can therefore lead to personal liability for the CEO or managing director. It does not matter that the delay was caused by administrative pressure, discussions with the accountant, or uncertainty about future prospects. The responsibility to ensure timely and correct filing ultimately rests with the board.
Even outside bankruptcy, late or incorrect filing can damage credibility. Banks, suppliers and other creditors rely on filed accounts to assess risk. If deadlines are not respected, it signals weak governance. For a small company, where trust is often built personally, that signal matters.
The discipline required is not complicated, but it is essential: plan the closing process early in the year, formally record any extension decision, monitor the twelve-month deadline carefully, and ensure that what is filed is the definitive version. Filing on time will not solve every business problem. But failing to do so can create one that reaches directly into the director’s own pocket.
