CORPORATE PENSION FUNDS IN THE DUTCH CARIBBEAN

Only legal entities may serve as a fund

According to the Netherlands Antilles National Ordinance on Corporate Pension Funds only legal entities may serve as a corporate pension fund. The foundation (‘stichting’) is the legal form most used for these purposes.

The main reason for using a foundation instead of a legal entity of which the equity is divided in shares is that there are no shareholders interest which could conflict with the interest of the participants in the pension fund.

Furthermore, Netherlands Antilles corporate law includes some specific provisions for foundations that are used as a pension fund. Participants in a pension fund will not be considered members of a foundation (under Netherlands Antilles law foundations are not allowed to have members) and distributions arising from a right to a pension shall not be deemed distributions as contained in the prohibition to make any distributions from the foundation.

Another option could be to make use of a limited liability company (NV) or a private limited liability company (BV). As mentioned before a disadvantage of the use of a (private) limited liability company is that the interests of shareholders could conflict with the interests of the participants. It will depend on the tax terms which legal entity will be used for the set up of the pension fund. 

Karel Frielink
Attorney (Lawyer) / Partner

 

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