Gift & inheritance tax

Unequal shares in matrimonial property 

If a spouse is entitled to more than half of the matrimonial property upon dissolution of a marriage based on the prenuptial agreement, the excess shall henceforth be taxed with gift and inheritance tax. This also applies if, during the marriage or upon dissolution of the marriage, a spouse is entitled to more than half of the income or property to be set off, based on a regular setoff clause or final setoff clause. It is proposed that this measure should only apply to prenuptial agreements drawn up or amended on or after 16 September 2025 at 16:00, as long as these agreements are not amended afterwards. 

Equal treatment of biological children 

On 6 September 2024, the Supreme Court ruled that a child who has not been recognized by the biological father and is not otherwise in a family relationship with him is not regarded as a child for the purposes of gift and inheritance tax. As a result, that child is not entitled to the 'child exemption' and reduced rate in the event of a gift or inheritance from a biological parent. This is contradictory to European law. It is proposed that such children should also be considered as children for the gift and inheritance tax if they can demonstrate biological parenthood by DNA testing. 

Tip! 

By invoking the hardship clause, it will also be possible to request the application of the child rate and the child exemption before 2026. 

Extension oftax return period for Inheritance Tax 

It is proposed to extend the tax return period for Inheritance Tax from eight (8) to twenty (20) months for deaths occurring on or after 1 January 2026. Also, the starting point for calculating the tax interest for Inheritance Tax only starts from twenty (20) months after death. This is in line with practice where, often, not all data is yet available to file a correct and complete return in a timely manner. This reduces the number of applications for postponement, objections and tax interest, and makes the return process simpler and more feasible. 

Business succession scheme 

As of 2026, the business succession scheme (bedrijfsopvolgingsregeling, BOR) will be amended in several respects. The holding and continuation requirements are being relaxed: for example, restructuring will not start a new term of holding if the economic entitlement does not change, and the requirement for continuation may be deemed fulfilled in certain events. Furthermore, the changes to the BOR effective January 1, 2026, are as follows: 

Restriction on qualifying substantial interests 

From 1 January 2026, the BOR and DSR ab are being restricted to direct and indirect equity interests of at least 5% of the total issued share capital. Only ordinary shares still qualify, for which it is not of importance whether those shares give voting rights. Smaller interests, options, profit-sharing certificates and tracking stocks are excluded from the schemes. A usufruct or bare ownership of ordinary shares may still qualify. The purpose of the amendments is to limit the schemes to shares with sufficient entrepreneurial risk.  

Tip! 

The BOR and DSR ab schemes will continue to apply to preference shares issued in the context of a phased business succession scheme (please see below). 

Preference shares 

Preference shares are often issued in the context of a business succession, but the definition of preference shares often leads to uncertainty. Therefore, a legal definition of preference shares is introduced in Dutch tax law with effect from  
1 January 2026. Preference shares will be designated as priority shares in respect of profit appropriation or liquidation proceeds. This means that the risk of a preference share is lower than the risk of an ordinary share. The priority must, however, be essential. This is not the case, for example, if the paid-up premium has priority and the nominal paid-up capital does not. 

Tip! 

The definition is broadly in line with the Tax Administration’s current practice. The impact of this change is therefore limited. 

Heavier holding requirement for old-age pensioners 

The holding term in the BOR scheme will be extended with effect from 1 January 2026 for elderly testators and grantors. This does not apply to companies started by a testator or grantor at the latest within two years of reaching the statutory retirement age. In the case of a testator, the holding term is extended by six months per year that the testator is two years older than the statutory retirement age at the time of death. For a grantor, the holding term is extended by six months per year that the grantor is more than six years older than the statutory retirement age at the time of the donation. 

Repeated use of business succession scheme (business succession carousel) 

Companies are sometimes transferred several times within a family (and sometimes also through third parties) in order to achieve a non-taxable transfer of assets. For example, parents apply the BOR scheme when granting a company to a child. The company is bought back at a later stage and granted once more under the BOR scheme. A measure is being introduced with effect from 1 January 2026 which excludes the BOR scheme in situations where the company has already been held by the acquirer at any previous time. The exclusion may not exceed the amount of the purchase price for the business assets. 

Take note! 

The anti-abuse measure will be wide-ranging and will also apply, for example, if the company's activities have changed or the legal form has been amended.