Distribution test and alarm bell procedure for a BV
Enter equity, the planned distribution and the short-term figures. You see whether the distribution passes the net assets test and the liquidity test, and whether the alarm bell procedure must be started.
Your figures
Pre-filled with an example. Replace the figures with those of your company or your customer.
Contributions and reserves that are unavailable by law or under the articles. Enter 0 if there are none.
Debts due within one year, plus the part of long-term loans that falls due in the next twelve months.
Result
Result
Net assets test
- Net assets before distribution
- Maximum distributable
- Net assets after distribution
Liquidity test
- Current ratio before distribution
- Current ratio after distribution
- Buffer after distribution
Alarm bell procedure
Not applicable: net assets are positive and liquidity is covered.
This tool gives an indication based on the figures you enter. It does not replace advice from your accountant.
How it works
Net assets test (art. 5:142 Companies Code): equity may not become negative through the distribution and may not drop below the unavailable equity. What remains is the maximum distributable amount.
Liquidity test (art. 5:143): the board must reasonably expect that, after the distribution, the company can pay its debts as they fall due over the next twelve months. This tool uses the current ratio after distribution as the measure.
Alarm bell procedure (art. 5:153): as soon as net assets are or threaten to become negative, or liquidity for the next twelve months is not covered, the general meeting must convene within two months.
The tests apply to the BV and the CV. For the NV the classic net assets test against the capital applies (art. 7:212), with the alarm bell when half of the capital is lost (art. 7:228).
Frequently asked questions
What is unavailable equity?
The part of the contributions and reserves that may not be distributed under the articles or the law, such as a contribution account made unavailable by the articles or the reserve for own shares. Since the Companies Code the BV has no capital, but the articles can make contributions unavailable.
Is the current ratio a sufficient liquidity test?
It is a good first check, not a legal formula. The law asks for a reasonable judgement by the board on all debts falling due in the next twelve months, including investments and rent. The board records that judgement in a report.
What if the board distributes anyway?
A distribution that fails the tests can be reclaimed from the shareholders, even if they acted in good faith. The directors are jointly liable for the damage suffered by the company and third parties.
Can I also check this for a customer or competitor?
Yes. The figures are in the filed annual accounts: equity (code 10/15), current assets (29/58) and debts due within one year (42/48). Negative equity on a company page on Jaarrekening.be means the alarm bell procedure should have been running.
Rather not calculate?
Look up the company and we show the score, the credit limit and the sector benchmark from its latest annual accounts.
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