Special Assurance & Certification

Other Assurance Statements

Specialist assurance engagements covering non-financial reporting, regulatory statements, merger certificates, and corporate restructuring.

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AFM Licence 13020177 • RegisterAccountant Lead • Dutch NV COS Standards

AFM Licence 13020177

Official Licence to conduct Statutory Audits under Dutch Law

Methodology & Standards

Structured Execution with Senior Partner Leadership

Specialist assurance engagements covering non-financial reporting, regulatory statements, merger certificates, and corporate restructuring.

Standard NV COS 3000 / Title 9 Book 2 BW

Specialisms Mergers, Demergers, Capital Contributions

Regulation AFM Supervised RegisterAccountant (RA)

Stakeholders Civil-law Notaries, Commercial Courts, Regulators

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01 Corporate Law

Merger & Demerger Statements

Statutory accountant declarations on share exchange ratios and asset valuations under Dutch corporate law.

02 Contributions

Capital Contribution Statements

Declarations on contributions in kind (inbreng in natura) under Art. 2:204a BW.

03 Regulatory

Regulatory & Sector Reports

Specific certification for industry bodies, trade associations, and government authorities.

STATUTORY & SPECIAL ASSURANCE ENGAGEMENTS

Authoritative Certifications for Corporate Transactions

Specialist statutory assurance statements and corporate law declarations under Dutch Civil Code Book 2 BW and professional standard NV COS 3000.

Merger & Demerger Declarations (Art. 2:328 & 2:334aa BW)

Non-Cash Capital Contribution Audits (Inbreng in Natura)

Capital Reduction & Share Buyback Assurance Statements

Corporate Restructuring & Solvency Declarations

Sustainability & ESG Reporting Assurance (NV COS 3000)

Civil-Law Notary & Dutch Commercial Court Certificates

Consult Our Partners on Corporate Assurance Statements

OUR SPECIAL ASSURANCE WORKFLOW

Meticulous Execution for Legal & Corporate Restructuring

We align seamlessly with civil-law notaries, corporate attorneys, and board deadlines to deliver bulletproof statutory statements.

1. Legal Restructuring Plan Review & Notarial Alignment

Examining draft merger proposals, balance sheets, deed drafts, and notary filing deadlines under Dutch corporate law.

2. Valuation & Exchange Ratio Substantiation

Evaluating the equity value, asset appraisals, exchange ratios, and creditor equity protection metrics.

3. Audit Testing Under Standard NV COS 3000

Conducting targeted verification procedures in strict compliance with Dutch auditing standards and Book 2 BW requirements.

4. Delivery of Signed Notarial Assurance Declarations

Issuing formal auditor statements ready for execution by the civil-law notary and filing with the Chamber of Commerce (KvK).

Trusted Partners to Notaries & Corporate Counsel

Corporate restructuring, statutory mergers, and non-cash capital contributions require specialized auditor declarations governed by strict legal deadlines. Our registered Dutch RegisterAccountants (RA) possess extensive experience working alongside civil-law notaries, corporate M&A lawyers, and tax advisers. Operating under AFM Licence 13020177, we provide responsive, technically flawless assurance statements that withstand judicial scrutiny and protect corporate boards.

Key Questions

Frequently Asked Questions

Clear answers from our partners regarding standards, procedures, and timelines.

Legal Basis

What statutory declarations are mandatory for Dutch corporate mergers and demergers?

Under Articles 2:328 and 2:334aa of the Dutch Civil Code, an independent auditor must examine the merger or demerger proposal, verify the share exchange ratio, and certify that shareholders' equity covers the issued share capital.

Inbreng in Natura

When is an auditor’s statement required for non-cash capital contributions?

Under Articles 2:94b and 2:204b BW, when shares are issued in exchange for assets other than cash (inbreng in natura), an auditor must certify that the contributed assets equal at least the nominal value of the shares issued.

Notary Collaboration

How does Just Audit coordinate with civil-law notaries?

We liaise directly with your notary and legal counsel to review draft deeds and transaction schedules, delivering our signed statements precisely when required for formal deed execution.

Standard Applied

Which professional auditing standard governs these special engagements?

Special assurance statements are conducted in accordance with Dutch professional standard NV COS 3000 (Assurance Engagements Other than Audits or Reviews of Historical Financial Information) and relevant articles of Book 2 BW.

Timeline & Deadlines

How much lead time is necessary for a merger or contribution declaration?

With timely provision of draft balance sheets and valuation reports, our team can typically complete review procedures and issue the required declaration within five to ten business days.

Creditor Protection

What role does the auditor play regarding creditor opposition periods?

In statutory mergers and capital reductions, the auditor verifies that the financial position provides adequate security for creditors, facilitating the mandatory statutory opposition period under Dutch law.

ESG & Sustainability

Can Just Audit provide assurance on ESG and sustainability metrics?

Yes. Under NV COS 3000, our RegisterAccountants provide limited and reasonable assurance on non-financial metrics, greenhouse gas emissions data, and sustainability reports aligned with European CSRD directives.

Fixed Fees

How are fees structured for corporate law assurance statements?

We provide transparent, fixed-fee quotes agreed upon before transaction kickoff, guaranteeing complete budget certainty for your corporate restructuring or transaction.

Ready to Discuss Other Assurance Statements?

Speak directly with an engagement partner.

Receive a clear, fixed-fee proposal from Tjerk Wolsak RA or Sven Steijn RA.

Request a Proposal → Call Direct Partner Line (+31 85 026 10 17)

Direct partner line: +31 85 026 10 17 • info@justaudit.nl • Hoofddorp & Harderwijk