VAT & invoicing (as of January 1, 2026)

Following the Decree of the State Secretary for Finance (no. 2025-16407) regarding mediation in securities transactions (Decree on mediation in securities transactions; Stcrt. 2025, 34270), we are required to align our invoicing accordingly. This decree provides guidelines for the application of the VAT exemption for mediation in securities transactions. In practice, for many clients, this specifically concerns mediation in share transactions (purchase/sale of shares in a B.V. or N.V.).

What does this mean for you?

• Diligence only invoices VAT if and to the extent that it is due under laws and regulations. This is always stated on the invoice.
• If our activities primarily consist of mediation in a share transaction, our services may qualify as VAT-exempt financial services. In that case, we do not charge VAT.
• The VAT status depends on the nature and scope of the work performed and what actually occurs during the process. We assess this per assignment and, where necessary, per partial performance.

In which situations might VAT still be due?
In certain cases, (part of) our services are subject to VAT at the general rate (currently 21%). This includes, for example, processes that are (ultimately) structured as an asset/liability transaction, or separate sub-assignments that are independent of mediation in a share transaction (such as an independent valuation).

Changes during the process
If the transaction structure or the scope of the work changes, this may have consequences for the VAT treatment. In that case, we will process this accordingly in the invoicing and state this explicitly on the invoice.

Sources
• Official publication Government Gazette (Stcrt. 2025, 34270): https://zoek.officielebekendmakingen.nl/stcrt-2025-34270.html
• Wetten.overheid.nl (regulation): https://wetten.overheid.nl/BWBR0051617/

Questions
Do you have questions about the VAT on your invoice? Please contact your regular advisor at Diligence.