Key non-HR related legislative changes 2022

From FHI Advice We have drawn up a memo for our members with our partner Vestius Advocaten regarding the most important non-HR-related changes in HR legislation that will take effect on 1 January 2022.

Key non-HR related legislative changes 2022

• As of January 1, 2022, the self-employed person's deduction will be reduced from €6,670 to €6,310. The self-employed person's deduction will be gradually reduced over the coming years to €3,240 in 2036.

• Both energy storage and energy use are subject to tax.
• From 1 January 2022, double taxation can be avoided if:
  • the party operating an energy storage facility has a large-scale consumption connection;
  • the party operating an energy storage facility declares to the party supplying the electricity that it will remain exempt from the levy.

• The MIA percentages will increase from 1 January 2022.
• The MIA has three percentages, depending on the asset. The new percentages are 27%, 36% and 45%. Now the percentages are 13.5%, 27% and 36%.
• In 2022, up to 45% of investment costs can be deducted from taxable profit. The MIA applies in addition to the standard depreciation.

• From 1 January 2022, it will be easier to submit a request for a reduction in contributions for the implementation of research projects.
• An application can be submitted that starts the following calendar month. This allows for additional expected hours, costs and expenses for already awarded projects to be entered earlier.
• R&D tax credit is known as the Research and Development Promotion Act (WBSO). The WBSO reimburses part of the (wage) costs and expenses of Research & Development (R&D) or research and development work (S&O) via the tax return.

• The Investment, Mergers and Acquisitions Safety Test Act (Wet vifo) is expected to come into effect on 1 March 2022.
• This law includes a security test for investments, mergers and acquisitions that could pose a risk to national security. The test applies to investments from all countries.
• The safety test applies to two types of companies in the Netherlands: vital providers (companies that carry out vital processes) and companies that have sensitive technology.
• Vital suppliers, companies with sensitive technology and investors in the aforementioned companies are required to report changes in control to the Investment Assessment Office (BTI) of the Ministry of Economic Affairs and Climate.

• The Environment Act should make it easier to test a spatial project against all the rules at once. Twenty-six existing laws for space, housing, infrastructure, environment, nature and water (contained in the Environmental Law) will soon come together in one Environment Act.
• This brings the following advantages:
• faster and cheaper decision-making;
• better solutions for social challenges;
• better decision-making with more transparency for initiators and stakeholders;
• simplification of rules by aligning them with what is required in European rules and eliminating unnecessary rules;
• more flexibility and better alignment with practice.
• The Environmental Act is expected to come into effect on 1 July 2022.

 Difference between partnership and general partnership disappears

• There are now three types of partnerships: the general partnership, the general partnership and the limited partnership.
• Soon there will be two, namely the partnership and the limited partnership.
• The names 'partnership' and 'general partnership' will remain, but the differences will disappear.
• The following rules will apply to partnerships:
  • joint and several liability of partners (i.e. each party is fully liable for the entire debt);
  • possibility for partners to pledge claim to profits;
  • limitation of liability in the event of an assignment to the partner to whom the assignment has been expressly entrusted; and
  • possibility of granting legal personality to a partnership.
• The effective date of the Modernisation of Partnerships Act is not yet known.

 Better protection for creditors in the event of turbo liquidation

• In a turbo liquidation (a rapid dissolution without liquidation), creditors have more opportunities to assess whether there is any prejudice.
• The following obligations apply in the event of a turbo liquidation:
• The company's board of directors must draw up and record a closing balance sheet, with an explanation of why there is no (longer) any equity on the balance sheet;
• The company must provide insight into annual accounts;
• The board must ensure that the turbo liquidation is generally announced. The announcement must state that the closing balance sheet with the annual accounts of the company are available for inspection at the Chamber of Commerce.
• If directors abuse the turbo liquidation, the court can impose a civil law management ban on these directors.
• It is not known when this change in the law will come into effect.

• For traders (professional or commercial buyers and sellers of goods) it is prohibited to accept cash payments of €3,000 or more. This amount may not be circumvented by multiple separate payments in banknotes. This makes it more difficult to launder criminal money.
• It is not yet known when the amendment to the Money Laundering and Terrorist Financing (Prevention) Act (Wwft) will come into effect.

• The National Cyber Security Center (NCSC) and the Digital Trust Center (DTC) will soon also be allowed to provide threat and incident information about network and information systems to non-vital businesses.
• All companies will soon be able to receive specific confidential information about cyber threats from the NCSC and the DTC.
• It is not yet known when the amendment to the Network and Information Systems Security Act (Wbni) will come into effect.

 Large companies must pay SMEs within 30 days

• Currently, large companies are allowed a maximum period of 60 days to pay their SME suppliers. The government must pay within 30 days.
• The legal term within which large companies must pay the invoices of their SME suppliers will be shortened to 30 days.
• It is not yet known when the amendment to Book 6 of the Civil Code will come into effect.

• As of January 1, 2022, new rules will apply in the Netherlands for the sale of both goods and services to consumers.
• Products must comply with the agreement in terms of type, quantity, quality, functionality, compatibility and interoperability. Furthermore, all accessories and (installation) instructions must be included. Unless otherwise agreed, the seller must continue to issue updates of the (digital) product after delivery. If a product becomes defective within one year of delivery, it is presumed that it was non-compliant (until 1 January 2022, the period was 6 months). 
• As of January 1, 2022, commercial warranties from the seller will become binding and expanded. Properties promised in an advertisement by the seller or manufacturer will be considered guaranteed.