With assets located in, among others, The Hague, Delft, Dordrecht, Gouda, Haarlem, Nijmegen, Oosterhout, Rotterdam and Sittard, the portfolio represents a high-quality retail investment in strong inner-city locations. The transaction is a valuable addition to earlier acquisitions in Haarlem-Schalkwijk and Amsterdam-Noord and aligns with Boelens de Gruyter’s long-term vision on retail and redevelopment.

We greatly appreciate the continued trust placed in vanOlde and thank Boelens de Gruyter and all advisors involved for the excellent collaboration.

Read more (dutch) >>

The post vanOlde advises Boelens de Gruyter on the acquisition of a substantial portfolio of HEMA retail properties appeared first on vanOlde.

Nexxt will continue as a consultancy firm. The transaction follows a strategic repositioning of Nexxt, aimed at separating its consultancy and managed services activities. Managed services are better aligned with an organization such as Previder, where management, continuity and scalability are key.

vanOlde provided tax advice to (the shareholders of) NEXXT and worked closely with JB Law on the transaction.

A great transaction and an excellent collaboration.

Read more (dutch) >>

The post vanOlde congratulates NEXXT and Odin on the recent acquisition of NEXXT’s managed services activities by Odin appeared first on vanOlde.

For internationally operating executives, fund managers and their advisers, two topics currently stand out:

• the application of the roll-through regime (𝘥𝘰𝘰𝘳𝘴𝘵𝘰𝘰𝘵𝘳𝘦𝘨𝘦𝘭𝘪𝘯𝘨), and
• the treaty qualification of lucrative interest income.

In July 2025, the Court of Appeal of Amsterdam (ECLI:NL:GHAMS:2025:1746) denied the application of the roll-through regime for an indirect lucrative interest via a foreign holding company because no “income from a substantial shareholding” is derived. The partial non-resident tax regime (PBBP) caused that the dividend income received from the foreign holding company was not actually taxable in the hands of the manager. By contrast, in December 2025, the Court of Appeal of Den Bosch (ECLI:NL:GHSHE:2025:3625) reached the opposite conclusion in a similar fact pattern. The Court explicitly acknowledged that this interpretation may lead to a situation where no Dutch tax is levied in either box 1 or box 2; an outcome the judges deemed consistent with the legislator’s intent.

Separate from the roll-through discussion, the Court of Appeal of Den Bosch (ECLI:NL:GHSHE:2026:189) also held in January 2026 that dividends and capital gains deriving from a lucrative interest fall under the respective dividend and capital gains articles for tax treaty purposes rather than the employment income article. This outcome deviates from the position of the State Secretary of Finance in the Decree “Lucratief belang in internationale situaties”, which takes the view that the acquisition and value increase of a lucrative interest are so closely connected to an employment relationship (or similar grant) that the income should fall under the employment income article for treaty purposes.

Although the most recent Den Bosch judgments clearly favour the taxpayer — both on roll-through and on treaty qualification — the conflicting case law and the deviation from existing policy mean that the final word has yet to be spoken. Ultimately, clarity will need to come from the Supreme Court.

If you would like to discuss the impact on your structure, feel free to reach out to our M&A tax team. Thijs Poelert & Pim Duteweert.

The post Dutch carried interest rules: recent case law highlights practical risks and opportunities appeared first on vanOlde.

For Boelens de Gruyter, this acquisition aligns with its plans for the continued development of Centrum Schalkwijk into a vibrant and multifunctional urban centre.

We would like to thank all parties involved for the pleasant and constructive collaboration.

Read the press release (in dutch) >>

The post Real estate developer Boelens de Gruyter acquires a large retail property in Haarlem appeared first on vanOlde.

Read the press release >>

The post Real estate developer Boelens de Gruyter acquires property at Buikslotermeerplein appeared first on vanOlde.

• Funds for Joint Account (FGRs)
  To mitigate unintended consequences of the new classification rules, a transitional regime is proposed. Funds that were tax transparent before 2025 may opt to remain transparent until 2028. This offers breathing room while the broader FGR regime is under review.
• Lucrative interest regime
  The lucratief belang rules will be tightened. Box 2 taxation of lucrative interests will increase to an effective rate of up to 36%, and transfers from box 1 to box 2 will no longer allow taxpayers to step up the cost price to fair market value.
• Real estate transfer tax (RETT)
  The RETT rate for investors in residential property will fall from 10.4% to 8% as of 1 January 2026. The 2% rate for owner-occupied homes, the 0% rate for first-time buyers, and the 10.4% rate for non-residential property investors remain.
• New VAT revision rules for real estate services
  As announced on the previous Budget Day, a five-year VAT revision period will be introduced as of 1 January 2026 for certain services pertaining to real estate, including renovations, repairs and maintenance, to the extent these services cost at least EUR 30,000. If property use changes (e.g. from VAT-taxed to VAT-exempt), part of the earlier deducted VAT becomes payable.

The post Dutch Budget Day 2025 appeared first on vanOlde.

Today, the Supreme Court ruled in two key cases (ECLI:NL:HR:2025:1162 & 1163) that Belgian holding companies were not entitled to the Dutch dividend withholding exemption under Article 4(2) of the 1965 Act, due to abuse of law.
Background: The Belgian companies held substantial stakes in Dutch feeder entities for private equity investments, but lacked staff, local presence, or involvement.

Key findings:

• The structures were deemed partially artificial and tax-driven;
• The exemption was rightfully denied under Article 4(3)(c);
• Economic reality and genuine business reasons are essential.

Implications:

• Anti-abuse provisions may apply even where structures have existed for many years;
• Intermediate holdings without involvement face a high bar for exemption
• Taxpayers should be prepared to demonstrate substance and purpose beyond formal ownership.

These judgments raise the bar for foreign holding companies claiming dividend exemptions in the Netherlands.

Full rulings:

https://uitspraken.rechtspraak.nl/details?id=ECLI:NL:HR:2025:1162&showbutton=true&idx=27
https://uitspraken.rechtspraak.nl/details?id=ECLI:NL:HR:2025:1163&showbutton=true&idx=25

The post Tax Newsflash | Dutch Supreme Court confirms narrow scope dividend withholding exemption appeared first on vanOlde.

• Lower tax rate: The current top rate of 49.5% (Box 1) will be reduced to an effective maximum of 32.17% (by lowering the tax base to 65%).
• Deferral of taxation: Instead of taxing employees when shares become tradable, tax will now be due only upon sale of the shares.

The proposed effective date for the new regime is 1 January 2027.

The post Tax Newsflash | The Netherlands lowers ESOP taxation for start- and scale ups appeared first on vanOlde.

Capital vs. Debt – Instruments without an enforceable cash repayment obligation do not qualify as debt, which has tax implications.
Impact on AT1 Instruments and SAFEs – This can have consequences for startups and banks in their choice of financing.

Read our article in NLF-W for more details! (in Dutch)

The post ORA judgment: New tax insights for financial instruments appeared first on vanOlde.

1. Box 3 in violation of European law: The Supreme Court has ruled that Box 3 under the Recovery Act is still in violation of the European Convention on Human Rights (ECHR). Legal redress must be provided.
2. Share in homeowners’ association reserve fund not a bank deposit: The share in the reserve fund of a Homeowners’ Association (VVE) is not considered a bank deposit under the legal regulation from 2018 to 2024.
3. Right to interest compensation on refund: Taxpayers generally cannot claim interest compensation on refunds of Box 3 levies due to violations of the ECHR.
4. Unrealized capital losses to be included: Unrealized capital losses on investments must be included in the calculation of the actual return for Box 3.

Consequences for Individuals

For individuals, this means that they may be eligible for compensation if their actual return is lower than the deemed return used by the tax authorities. This could lead to significant tax refunds and compensations, especially for those who have made risky investments or hold a share in a VVE reserve fund.

Read more on hogeraad.nl (dutch)

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