A loan agreement under Dutch law is a contract in which a lender provides a sum of money that the borrower agrees to repay, usually with interest, on agreed terms. Putting it in writing fixes the amount, the repayment schedule, the interest, any security and which law applies. This page explains when interest is owed, what security a lender can take, what happens on default, and which law governs a cross-border loan. Our Dutch contract lawyers draft and review loan agreements.
What is a loan agreement under Dutch law?
A loan agreement records who lends what to whom and on which terms. The core terms are the loan amount, the repayment schedule, the interest rate, any security, and — for cross-border loans — the applicable law and competent court. Dutch law leaves the parties largely free to shape these terms, so the contract itself is what governs the relationship.
Must the interest on a loan be agreed in writing?
Interest is only owed on a loan if the parties agree it, and Dutch law expects the agreed rate to be recorded in writing. If the borrower is late in repaying, statutory interest applies by operation of law under article 6:119 of the Dutch Civil Code, or the higher statutory commercial interest under article 6:119a where both parties act in the course of business.
Can the lender require security for the loan?
Yes. The parties can agree that the lender receives security for repayment, most commonly a pledge (pand) over movable assets or a mortgage (hypotheek) over real estate. Security gives the lender priority over other creditors if the borrower cannot pay, which is why larger loans are almost always secured.
What happens if the borrower misses an instalment?
That depends on the contract. Many loan agreements contain an acceleration clause: if a single instalment is left unpaid, the entire outstanding loan becomes immediately due and payable. Others require a default notice first, or grant an extra period to pay. Because these consequences follow only from the wording, the default and acceleration clauses deserve careful drafting.
Unsure whether your loan can be called in, or whether a missed payment already triggers the full debt? Our Dutch contract lawyers read the clause and tell you where you stand before you act.
Which law applies to a cross-border loan agreement?
The parties can choose the applicable law. Without a choice, the Rome I Regulation (Regulation (EC) No 593/2008) applies within the EU and generally points to the law of the country where the lender has its habitual residence. Because English and Dutch loan rules differ, a clear choice-of-law and forum clause is worth agreeing at the outset of a cross-border loan.
How do you enforce or terminate a loan agreement?
If repayment is at risk, a lender can seek urgent payment through interim proceedings (kort geding) before the Dutch courts, which are fast. Terminating a loan early, by contrast, is only possible on the terms agreed, so a borrower cannot always repay or exit at will. Both routes turn on what the contract says.
A practical example: a shareholder loan
Suppose a shareholder lends money to their own company without a written agreement. When a dispute later arises, there is no record of the interest, the repayment date or any security, so the loan is hard to enforce, and the tax authorities may query it. A short written agreement — setting the amount, the interest, the repayment terms and, for family or shareholder loans, registration with the tax authorities (belastingdienst) — would have prevented all of that.
Speak to a Dutch contract lawyer
Whether you are lending or borrowing, at home or across borders, the wording of the loan agreement decides what happens if something goes wrong. Our Dutch contract lawyers draft and review loan agreements, set the right interest, security and default terms, and act in disputes over breach of contract. Contact us to review your loan agreement.
Frequently asked questions about a Dutch loan agreement
Is interest always payable on a Dutch loan?
No. Interest is only owed if the parties agree it, ideally in writing. If the borrower is late in repaying, statutory interest applies under article 6:119 of the Dutch Civil Code, or the commercial rate under article 6:119a where both parties act in business.
Can a Dutch loan be called in early?
Only on the agreed terms. Many loan agreements contain an acceleration clause making the whole loan due if an instalment is missed; otherwise a default notice may be required first.
Should a loan agreement be registered with the tax authorities?
For family and shareholder loans it is often advisable to register the loan with the Dutch tax authorities (belastingdienst) and to agree an arm’s-length interest rate, to avoid tax questions later.
Which law applies to a loan between a Dutch and a foreign party?
The law the parties choose. Without a choice, the Rome I Regulation (Regulation (EC) No 593/2008) applies and generally points to the law of the country where the lender has its habitual residence.
