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Retroactivity in silent conversion, return corporate merger, legal merger and split-off
28 April 2020 - Conversion of a privately held enterprise into a NV or BV and vice versa is possible under certain conditions with retroactive effect from the beginning of the year (i.e. transition time).
Silent conversion and silent return
One of the conditions for retroactivity is that the necessary legal acts are performed within fifteen months after the time to which retroactive effect is desired. For example, the deadline for retroactivity of silent conversion and silent return with retroactive effect to 1 January 2019 expired on 31 March 2020.
The current special circumstances may have led to the situation that this period cannot be met. Based on the new measures, the fifteen-month period is therefore extended by three months when this period normally would expire in the period from 1 March 2020 to 31 May 2020.
Corporate mergers, legal mergers and split-offs
The facilities for corporate mergers, legal mergers and split-offs that use retroactive effect from the beginning of the financial year are subject to the requirement that certain legal acts must be carried out within twelve months (company merger within fifteen months) until the facility works backwards. Thus, for these legal acts, the period within which they must be completed is extended by three months in the case when this period would normally expire between 1 March 2020 and 31 May 2020.
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Your challenges during the coronacrisis
These are special times where we face major challenges. The impact of the coronavirus is significant and the situation is constantly changing. We will inform you about new developments and measures and are of course at your disposal to support you where necessary with your current challenges. Do you have questions? Please contact your trusted Mazars adviser or use the contact form.