Term · BV & DGA
Distribution test (uitkeringstoets)
The test the board of a BV carries out before dividend is paid: can the BV keep paying its debts as they fall due after the distribution? Without the board's approval, a dividend resolution has no effect.
The distribution test is set out in article 2:216 of the Dutch Civil Code. The board looks ahead, usually about a year: will there be enough money left after the distribution for the debts that fall due?
If the board knew, or should reasonably have foreseen, that the BV could no longer pay its debts after the distribution, the directors are liable for the shortfall. So record which figures you based the test on.