What is a 403 declaration of liability in a Dutch group?

Dutch term: 403-verklaring | Legal basis: Article 2:403 BW

A 403 declaration (403-verklaring) under article 2:403 of the Dutch Civil Code is a statement by a parent company that it assumes joint and several liability for the debts arising from the legal acts of a group subsidiary. In exchange, the subsidiary is exempted from the obligation to prepare and file its own annual accounts separately.

The declaration is filed with the Chamber of Commerce and creates a direct right for the subsidiary's creditors to claim against the parent company. The parent can withdraw the declaration for future obligations, but remains liable for debts arising from legal acts performed while the declaration was in force. Withdrawal requires a separate procedure with creditor protection.

Why it matters for international businesses

For international groups with Dutch subsidiaries, the 403 declaration is a common group accounting simplification tool, but its liability consequences are real and must be understood before it is issued.