Imagine a founder preparing to pass wealth to the next generation. The children receive rights linked to a loan against the family BV. A STAK holds the claim, certificates divide the economic interest, and a private foundation sits elsewhere in the structure.
The paperwork suggests separation. Yet the founder still decides when money moves, whether interest is paid and what happens after repayment. The children may hold certificates, but the family’s practical control still sits with one person.
Dutch tax guidance places this scene within a familiar business framework. A debt claim can fall within the terbeschikstellingsregeling, usually called the TBS regime. The regime can also apply to unusual arrangements involving parents, children, grandparents or grandchildren.
The issue is not whether a STAK or foundation is legitimate. Both can serve sensible purposes in ownership and succession. The question is whether the legal structure matches the economic life underneath it.
Who carries the risk? Who can demand payment? Who receives the return? Who controls the bank account when family interests diverge?
The whole arrangement matters
Dutch rules look beyond an isolated transfer. The financing, contractual terms, connected transactions and surrounding circumstances can form one arrangement. A structure may become unusual when its combined result would not occur between unrelated parties, even if each individual step looks familiar on its own.
That brings the family discussion back to ordinary business reality. Would an independent creditor accept the same interest, security, restrictions and repayment timetable? Could that creditor sell the claim or enforce payment? If repayment had to be lent back immediately, would the creditor still have a genuine right to the cash?
This is a governance question before it becomes a tax question. A family may describe the children as creditors while the founder retains practical command. The BV may record a liability while nobody expects the balance to leave the family system.
The documents then describe one allocation of power. Daily conduct describes another.
When the ledger tells a different story
For a small BV, the weakness often appears first in the accounts. Interest is added to the loan balance but never paid. Repayment dates pass quietly. Security exists in the agreement, yet nobody reviews it. The creditor’s records, the BV ledger and the bank movements begin to show different versions of the same transaction.
If the TBS regime applies, the income belongs in box 1. The taxpayer must keep records and prepare a balance sheet and profit-and-loss account for the assets made available. Where the agreed return is absent or inadequate, the taxable result follows a return based on businesslike terms.
Return to the founder and the children. The BV may be profitable on paper but short of free cash. Accrued family interest makes the liability grow without an outgoing payment. That may ease today’s liquidity while narrowing tomorrow’s choices.
Dividend capacity, bank discussions and succession plans all become harder when the family loan has no credible payment behaviour. A contract can promise repayment, but the bank account and the ledger show whether repayment is part of the company’s real life.
A foundation does not end attribution
A Curaçao Stichting Particulier Fonds can fall within the Dutch rules for an afgezonderd particulier vermogen, or APV. Under the general statutory rule, the assets, debts, income and expenses of an APV are attributed to the person who contributed the wealth. After that person’s death, attribution generally passes to heirs according to their inheritance shares.
Legal ownership and tax attribution are separate questions. A foundation may hold the asset formally while Dutch income tax attributes the wealth or income to the contributor or heirs. Changing the legal holder does not automatically change who reports the asset or return.
The current box 3 setting also matters in planning discussions. For the 2026 provisional assessment, most other receivables fall within investments and other assets. The deemed-return percentage is 6.00 percent and the tax rate is 36 percent.
Those figures provide a current planning context. The classification of a family claim still turns on the arrangement itself, including whether TBS or APV rules apply. The 2026 figures do not answer the position for earlier tax years.
Clarity before complexity
A useful review starts with one reconciled picture of the arrangement. Principal, accrued interest, payments, repayment dates and security should agree across contracts, bank statements and ledgers. The same picture should show who holds economic rights, controls the bank account, can replace a foundation board and makes the lending decisions.
The commercial purpose also needs to stand without labels. If interest accrues, there should be a credible reason and a realistic prospect of payment. If repayment is postponed or recycled, the effect on the BV and creditor should remain visible in the cash records and tax file.
A notarial deed cannot explain conduct that the accounts contradict.
That matters particularly where the operating BV has limited free cash. A loan may be formally repayable while remaining practically unavailable to the creditor. The liability still affects the company’s room for wages, investment, bank debt, dividends and the next difficult trading month.
Family structures work best when authority, money and reporting move together. Certificates can divide rights. Foundations can organise continuity. Neither removes the tax weight of a claim whose risk, return and control remain inside the same family circle.
The strongest arrangement is not the most elaborate one. It is the one whose paperwork, ledger and daily behaviour tell the same calm, credible story.
Need your family loan or STAK file reviewed? We can reconcile the contracts, cash records and tax position
The data, sourcing, and analysis behind this article were conducted by Paolo Maria Pavan. AI was not used to identify sources, build the factual basis, or produce the analytical judgment contained here. AI was used only as a drafting aid. The final English text was personally reviewed, edited, and approved by Paolo Maria Pavan before publication.
