Standing Committee of the House of Representatives responds to the DOBV bill

The bill for the digital establishment of a private limited company (DOBV) has been reviewed by the House of Representatives' Standing Committee on Justice and Security. Several parliamentary groups still have some questions. However, if the government satisfactorily answers these, the House of Representatives can begin its public debate on the bill.

The bill does not allow for the execution of a deed of amendment to the articles of association in English after the digital incorporation of the private limited company (BV) in English. The Combined Corporate Law Committee of the Royal Dutch Association of Civil-Law Notaries (KNB) and the Dutch Bar Association believe this could lead to practical problems, for example, because the civil-law notary requested to amend the articles of association (in Dutch) will not always be the same civil-law notary who executed the deed of incorporation (in English). Both the CDA and VVD parties would like to know from the government why no exception has been included in the bill.

Abuse
The VVD also asks the government to map the bill's implications for combating organized crime. And what measures is the government taking to prevent the misuse of digital tools and processes in corporate law? The VVD also calls for attention to the risks of deepfake technology in remote digital signing and to safeguarding the identification of individuals who wish to establish a private limited company (BV) online from the Caribbean Netherlands.

Identify
The Socialist Party (SP) wants to know more about the situations in which notaries will have doubts about a person's identity and therefore need to conduct further investigations. And how is it verified in digital practice whether someone has legal capacity or representative authority?

UBO register
The bill opts to exempt registration in the UBO register from the digital incorporation of a private limited company (BV). However, the D66 party sees added value in this and therefore wants to know from the government what substantive objections it has to making this registration mandatory.

Expertise
The Royal Netherlands Bar Association (KNB) is pleased to offer its expertise on the DOBV (Dutch Private Limited Company Act) to answer parliamentary questions, in support of the Ministry of Justice and Security. Thanks to a knowledge base and pilot project, notaries can now familiarize themselves with the digital establishment of a private limited company (BV).