Dutch Supreme Court Eases Accountability Of Limited Partner In Case Of Violating Management Restrictions

June 5, 2015
The Dutch Supreme Court overturned a verdict by the Dutch High Court in which it limits the accountability of the limited partner (“Commanditaire Vennoot”) of a partnership (“Commanditaire Vennootschap”) in case the limited partner violates the management restrictions, as the management activities are solely reserved for the general partner (“Beherend Vennoot”).

When the management restrictions are violated (i.e. the limited partner acts as if it was the general partner), the Dutch Commercial Code dictates that the limited partner should be held accountable to all creditors of the partnership, even if the liabilities cannot be linked to the breach (for example, even if the liabilities already existed before the breach). The Supreme Court ruled that the sanction imposed should be in proportion with the breach. The accountability should therefore be limited to the liabilities of the partnership that are linked to the breach.

Our services?

Read more about our services

View all our services

To your inbox

Stay in the know of the latest accountancy and business news via the KC Newsletter

5 + 2 =

Contact us

Do you have any questions or require our advice? Feel free to contact us

More KC stories

📢 Tax compliance and digitalization in 2025
📢 Tax compliance and digitalization in 2025

In Europe, tax compliance is becoming more digital, and governments are introducing more e-filing systems. In the Netherlands, for example, the implementation of the EU's digital VAT system (e-invoicing and real-time reporting) will change how accountants handle...

read more
Some of the trends we’re keeping an eye on in 2025
Some of the trends we’re keeping an eye on in 2025

👨‍💻 Big data in accounting. Big data analytics is expected to be used to identify trends, reduce errors, and provide deeper insights into financial performance. For instance, predictive analytics can help businesses forecast cash flow or market trends. Real-time...

read more
European Union Adopts Black List of 17 jurisdictions
European Union Adopts Black List of 17 jurisdictions

On 5 December 2017, European Union (EU) finance ministers adopted a list of “non-cooperative jurisdictions for tax purposes” also known as  ‘The Black List’. The list is part of the EU's work to counter worldwide tax evasion and avoidance. According to the EU, it will...

read more