The Kamer van Koophandel (KvK) is the statutory commercial register for the Netherlands. It records directors, shareholders, and registered capital for every Dutch legal entity. Control over a Dutch company — who appoints directors, who holds voting rights, who can block a resolution — is traceable through the KvK to the extent that the filed documents reflect the actual structure.
Where a nominee arrangement is in place, the KvK record shows the nominee, not the principal. The angle of this report is control: who actually controls the entity, what the shareholder of record can enforce, and where the documentary chain stops.
What the register showsDirectors, shareholders, registered capital, and filed deeds of incorporation. Source: Kamer van Koophandel · verified 2026-09-10 Nominee visibilityA nominee shareholder appears on the register by name; the principal does not appear unless separately disclosed. Source: Kamer van Koophandel · verified 2026-09-10 Access conditionKvK extracts are available to any applicant; no demonstration of legal interest is required for basic company data. Source: Kamer van Koophandel · verified 2026-09-10 What the register does not showThe existence of a nominee agreement, the identity of the principal, or the terms under which the nominee acts. Source: Kamer van Koophandel · verified 2026-09-10What the KvK record establishes
The KvK extract for a Dutch BV or NV states the names of directors (bestuurders), the names of shareholders (aandeelhouders), and the nominal value and number of shares held. For a BV, the shareholder list (aandeelhoudersregister) is maintained by the company itself and is not filed with the KvK. What the KvK holds is the deed of incorporation and any notarially filed deed of transfer.
This distinction matters for a principal-nominee analysis. The KvK extract confirms who is on record as shareholder. It does not confirm whether that person holds the shares for their own account or under a nominee agreement for a third party.
The UBO register (UBO-register) held by the KvK records ultimate beneficial owners — natural persons holding more than 25% of shares, voting rights, or other control. Access to the UBO register for third parties was restricted following the CJEU judgment in Case C-37/20. Current access conditions for non-competent-authority applicants are subject to ongoing legislative development and must be verified before reliance.
Source: Kamer van Koophandel · extracted 2026-09-10
Nominee arrangements under Dutch law
A nominee shareholder in the Netherlands typically holds shares under a bewaargeving (custody) or lastgeving (mandate) agreement. The nominee exercises shareholder rights — voting, receiving dividends, signing resolutions — in accordance with instructions from the principal. The agreement itself is a private document. It is not filed with the KvK and does not appear in any public register.
The nominee's name appears in the deed of incorporation and in any notarially certified deed of transfer. The principal's name does not appear unless the principal is also a director or unless the structure involves a foundation (Stichting Administratiekantoor, STAK) that issues depositary receipts (certificaten).
A STAK structure is detectable from the KvK record: the STAK appears as shareholder, and the deed of the STAK is a public document. The holders of depositary receipts are not recorded in the KvK. The STAK board controls voting rights; the certificate holders hold economic rights. This is a distinct and traceable form of control separation.
Source: Kamer van Koophandel · extracted 2026-09-10
What the shareholder of record can enforce
The nominee, as registered shareholder, holds the formal legal position. The nominee can vote, receive dividends, and sign resolutions. Enforcement of the principal's rights depends entirely on the nominee agreement — a private contract.
From the KvK record alone, it is not possible to determine:
- whether the registered shareholder acts for their own account or as nominee
- the terms of any nominee agreement, including termination rights
- whether the principal has any direct enforcement mechanism against the company
The notarial deed of incorporation may contain provisions — drag-along, tag-along, pre-emption rights — that bind shareholders. These provisions are in the deed, which is a filed document accessible through the KvK. They bind the nominee as registered shareholder. Whether they also bind the principal depends on the nominee agreement.
Source: Kamer van Koophandel · extracted 2026-09-10
The limit of what the sources allow
The KvK record establishes the formal ownership layer. It does not establish the beneficial layer.
The UBO register was designed to close this gap. Its current accessibility to third parties is restricted. An extract from the UBO register — where obtainable — states the name, nationality, month and year of birth, country of residence, and nature and extent of the beneficial interest. It does not reproduce the nominee agreement or confirm the terms of control.
The shareholder register (aandeelhoudersregister) of a BV is a private document held by the company. It records all transfers and encumbrances on shares. It is not publicly accessible. A buyer or counterparty cannot obtain it without the company's cooperation or a court order.
The following cannot be established from public sources alone:
- the identity of the principal behind a nominee shareholder
- the existence or terms of a nominee agreement
- whether voting instructions have been given or followed
- whether the principal has pledged or encumbered their beneficial interest
The report states the level at which the chain stops and names the document that would be required to go further.
Source: Kamer van Koophandel · extracted 2026-09-10
Where the sources disagree
A discrepancy between the KvK shareholder record and the UBO register entry — where the UBO register is accessible — is itself a finding. It indicates that the registered shareholder and the ultimate beneficial owner are different persons. The report records the discrepancy and identifies the document layer that would resolve it.
A discrepancy between the deed of incorporation and a later notarial deed of transfer indicates a change in the ownership structure. Both documents are accessible through the KvK. The report maps the sequence and identifies any gap in the chain.
Where the KvK record shows a legal entity as shareholder — rather than a natural person — the chain continues upward. Each intermediate entity requires a separate extract from its jurisdiction of incorporation. The report covers the Dutch layer and identifies the next jurisdiction in the chain.
Source: Kamer van Koophandel · extracted 2026-09-10
Scope and fixed price
| Tier | Price | What is included | Not included |
|---|---|---|---|
| Signal | €1,350 | KvK extract, deed of incorporation, director and shareholder identification, STAK structure detection, UBO register status check, written summary of findings | Shareholder register (private document), nominee agreement, legal advice on enforceability |
| Standard | €2,850 | All Signal items, plus: notarial deed of transfer chain (all filed transfers), intermediate entity identification, UBO register extract where accessible, discrepancy mapping between KvK and UBO layers, written report with source citations | Nominee agreement, legal qualification of findings, representation |
| Extended | €6,300 | All Standard items, plus: multi-jurisdiction chain (up to three intermediate jurisdictions), STAK certificate holder analysis where documents are accessible, cross-source discrepancy analysis, executive summary for transaction use | Legal advice, court filings, negotiation of nominee agreement terms |
FAQ
Does the KvK record show whether a nominee arrangement is in place? No. The KvK records the registered shareholder by name. It does not record whether that person holds shares for their own account or under a nominee agreement. The existence of a nominee arrangement is established only from private documents — the nominee agreement itself — which are not filed with any public register.
Is the UBO register in the Netherlands publicly accessible? Access to the UBO register for third parties was restricted following the CJEU judgment in Case C-37/20. Current access conditions for non-competent-authority applicants are subject to ongoing legislative development. The report states the access status at the time of extraction and identifies what was and was not obtainable.
What is a STAK and how does it affect control? A Stichting Administratiekantoor (STAK) is a Dutch foundation that holds shares and issues depositary receipts (certificaten) to the economic beneficiaries. The STAK board controls voting rights. The certificate holders hold economic rights but do not vote. A STAK structure is detectable from the KvK record because the STAK appears as the registered shareholder and its deed is a public document.
Can the shareholder register of a Dutch BV be obtained? The shareholder register (aandeelhoudersregister) is a private document held by the company. It is not filed with the KvK and is not publicly accessible. Obtaining it requires the company's cooperation or a court order. The report identifies the register as the next document in the chain and states the condition for access.
What does the report establish that a direct KvK search does not? A direct KvK search returns an extract. The report maps the full documentary chain: deed of incorporation, all filed deeds of transfer, director and shareholder identification, STAK detection, UBO register status, and any discrepancy between layers. It states, for each finding, the source, the date of extraction, and the document that would be required to go further.
Sources
- Kamer van Koophandel — https://www.kvk.nl — extracted 2026-09-10
- KvK UBO Register — https://www.kvk.nl/producten-bestellen/ubo-register/ — extracted 2026-09-10
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Disclaimer: This report is a factual compilation from official registers and public sources. It is provided for informational purposes only, does not constitute legal advice, and contains no legal qualification of the facts established. VLO Law Firm assumes no liability for actions taken or not taken based on this material. For advice regarding your particular situation, please contact info@vlolawfirm.com.
Author: Elena Moretti — Partner, Continental Europe, VLO Law Firm
