Required Disclosures for Commercial Leases in the Netherlands

Commercial lease agreements in the Netherlands are primarily governed by Book 7 of the Dutch Civil Code (effective 1 August 2003). While the Good Landlordship Act does not apply to commercial tenancies, there are important statutory and contractual obligations. Under Art. 7:209 BW, a landlord cannot exclude liability for defects (gebreken) they were aware of (or should have been) but failed to disclose.

Energy Label

Statutory Requirement

Under the Besluit bouwwerken leefomgeving (BBL), a valid energy label is mandatory when leasing commercial property:

• Must be provided to the tenant.
• Must be listed in advertisements.
• Office buildings must have at least energy label C since January 1, 2023.
• This requirement only applies if the total usable area for office functions in the building is greater than 100 m², and the office function constitutes more than 50% of the building's total usable area.
• Monuments and buildings intended for use for less than 2 years are exempt.
• Offices meeting the criteria but not having label C may no longer be used as offices.

Future Requirements

• From 2030: tightening to energy label A for offices (proposed).
• BENG requirements (Nearly Zero Energy Buildings) for new construction.

Energy Savings Obligation

Under the Activiteitenbesluit milieubeheer, businesses and institutions are required to implement all recognized energy-saving measures that have a payback period of 5 years or less:

• Applies to business premises with annual consumption above 50,000 kWh electricity or 25,000 m³ natural gas.
• Companies must report every 4 years to the RVO on measures taken (Informatieplicht).
• Enforcement is typically handled by the environmental service (omgevingsdienst).

Environmental and Soil Contamination

Soil Investigation

For commercial leases, it is standard practice to:

• Commission a NEN 5740 exploratory soil investigation.
• Record existing soil contamination in the lease.
• Contractually allocate responsibility for remediation.

Asbestos

• Buildings from before 1994 may contain asbestos.
• Under the Asbestverwijderingsbesluit 2005, a certified asbestos inventory (asbestinventarisatie) is mandatory before any renovation or demolition.
• Removal must be performed only by certified companies.
• There is no statutory requirement to provide an asbestos register to a tenant upon leasing; however, known asbestos must be disclosed as a defect under Art. 7:209 BW.

Zoning and Permits

The landlord should inform the tenant about material facts that would influence the decision to enter the lease (Duty of Disclosure under Art. 6:228 BW - Dwaling):

• Zoning plan — what use is permitted.
• Building permits — for renovations or extensions.
• Operating license — for hospitality and retail.
• Environmental permits — for specific business activities.
• Expropriation (onteigening) — any known pending government acquisition or significant public law restrictions.

ROZ Model Obligations

The standard ROZ model for commercial leases contains provisions on disclosure:

• Property condition at handover.
• Known defects.
• Duty to disclose public law restrictions.
• VAT status (taxed or exempt lease).

VAT and Fiscal Transparency

The landlord must clarify:

• Taxed or exempt lease — impacts the tenant's VAT deduction.
• Service charge specification — which costs are passed through and on what basis.
• Tax consequences — when opting for taxed lease.

Municipal Regulations

Municipalities may impose additional requirements on commercial property:

• Visual quality requirements — facade cladding, signage.
• Parking permits — availability and costs.
• Noise and environmental standards — for hospitality and production.
• Operating hours — for shops and restaurants.

Best Practices for Landlords

1. Check the energy label — verify if the 100 m² and 50% office function thresholds apply (minimum C).
2. Conduct soil investigation — document conditions before lease start.
3. Disclose asbestos — disclose known asbestos under Art. 7:209 BW and conduct inventory before renovations.
4. Allocate responsibilities clearly — in the lease agreement.
5. Use the ROZ model — it covers most disclosure obligations.

How Landager Helps

Landager helps commercial property landlords track energy labels, environmental obligations, and contractual disclosure requirements.

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