The Netherlands was central to Russian holding structures — until the treaty was suspended. Now a Dutch holding may add cost rather than save it. The question is whether yours still works, or should be restructured or unwound.
A Dutch holding once delivered low treaty rates on dividends and interest — the reason so many structures ran through it.
Suspension means 15% on dividends and 20% on interest with no relief, so a Dutch layer built for the old rates may now just add cost and complexity.
Netherlands and Russia: a historically important relationship
What Dutch companies now pay: the full impact
Dutch participation exemption: does it still work?
Dutch holding structures: what still works, what does not
Operating in Russia under Dutch ownership in 2026
Exit from Russia: specific Dutch considerations
The Netherlands has long been one of the most significant foreign investors in Russia — Dutch-registered holding companies were widely used by Russian and international groups to hold Russian assets, benefiting from the 1996 Russia-Netherlands DTT and the Dutch participation exemption regime.
Russia's suspension of Decree No. 585 in August 2023 struck particularly hard at Dutch-Russia structures, given the volume of intercompany flows and the historically favourable rates: 5% on dividends for substantial holdings (≥25%), 0% on interest, 0% on royalties.
As of mid-2026, an estimated 20–25 Dutch-headquartered operating companies maintain active Russian subsidiaries. The picture is more complex for Dutch holding companies that were set up to hold Russian assets for non-Dutch ultimate shareholders — many of these have been restructured or are in the process of being unwound.
For Dutch holding companies that funded Russian subsidiaries with intercompany loans — a common structure that generated tax-efficient returns before 2023 — the shift from 0% to 20% WHT on interest is often the most significant financial impact. A Russian subsidiary with a €10M intercompany loan at 8% interest would pay €800,000 in interest annually, subject to €160,000 in WHT that previously cost nothing.
The Dutch participation exemption (deelnemingsvrijstelling, Article 13 CITA) exempts qualifying dividends and capital gains from Dutch corporate tax when the Dutch company holds at least 5% of the share capital of the subsidiary.
Pick what applies — we'll tell you the options:
The participation exemption is a domestic Dutch rule — it does not depend on the DTT with Russia. For Dutch companies that qualify, dividends received from Russian subsidiaries are still exempt from Dutch corporate tax.
The consequence, however, is that the 15% Russian WHT becomes a permanent, irrecoverable cost. There is no Dutch tax liability against which to credit the Russian WHT. The Dutch tax authority does not provide a refund of foreign WHT where the income itself is exempt under the participation exemption.
Dutch companies can claim a deemed credit (verrekenbaar geacht) for foreign WHT in certain circumstances under Article 23d CITA — but only up to the amount of Dutch tax that would otherwise have been due on the income. Where the income is exempt, the deemed credit is zero.
One available mechanism: the Netherlands has a tax credit for foreign taxes in the "switch-over" regime (Article 13aa CITA), which applies when the foreign entity is subject to tax at a rate less than 9% (the Dutch low-tax threshold). Russia's standard CIT rate is 25%, well above this threshold, so switch-over does not apply to standard Russian subsidiaries.
Many Dutch-Russia structures were built around three features: (1) the 5% dividend WHT, (2) 0% interest WHT on downstream loans, and (3) the Dutch participation exemption. With features (1) and (2) eliminated by the suspension, the economic rationale for maintaining Dutch intermediate holding companies has changed significantly.
Dutch holding company holding Russian subsidiary, charging management fees or royalties from Russia → 20% WHT on all payments
Dutch SPV lending to Russian operating company → 20% WHT on interest, eroding the lending margin
Dutch conduit for dividend flow to non-EU ultimate shareholder → 15% Russian WHT plus potential Dutch dividend WHT
Dutch operating company with genuine Russian subsidiary (no significant intercompany payments) → dividends at 15% WHT, manageable if volumes are moderate
Dutch parent of Russian subsidiary where dividend extraction is not the primary goal — where Russia generates profit that is reinvested locally
Unwinding a Dutch holding structure is not straightforward. Transfer of shares in a Russian subsidiary from a Dutch company to a non-Dutch entity requires Russian Government Commission approval if the Dutch company is from an "unfriendly" country. The approval process and mandatory discount requirements apply. Dutch exit taxation may also apply when assets leave the Netherlands tax jurisdiction.
Dutch companies that continue to operate Russian subsidiaries in 2026 face a specific set of practical issues:
Reporting to Dutch shareholders and banks: Dutch-listed or bank-financed groups face the strongest pressure to address Russian exposure. ING, Rabobank, ABN AMRO and other Dutch banks have largely withdrawn from Russia-related financing and are increasingly cautious about corporate clients with significant Russian operations. Annual report disclosures of Russian assets and earnings attract scrutiny from investors and regulators.
Sanctions compliance: The Netherlands implements EU sanctions fully. Dutch company boards face personal liability risk for sanctions breaches by their Russian subsidiaries, including cases where the Russian subsidiary inadvertently receives or supplies sanctioned goods or services. Dutch companies must implement robust compliance controls at the subsidiary level, not just at the parent.
Dividend policy: Given 15% WHT, many Dutch parents have moved to a "no distribution" policy for Russian subsidiaries — accumulating profits in Russia rather than paying WHT. This has the side effect of inflating Russian subsidiary balance sheets, which may trigger mandatory audit requirements (balance sheet >RUB 400M) and increase the Government Commission approval threshold for any future exit.
For a Dutch group deciding to leave, the exit runs into the same hardened rules that apply to any seller from a country Russia treats as unfriendly, and those rules now take most of the value out of a sale. Understanding what they cost is the starting point for any Dutch exit decision.
Since October 2024, a sale of Russian assets by an unfriendly-jurisdiction owner has to be cleared by the Government Commission, and clearance comes with fixed conditions. The assets must be sold at a mandatory discount of at least 60% to their market value, as set by a Russian government-approved appraiser who values the business as a going concern rather than at a fire-sale price. On top of the discount, the buyer must make a "voluntary contribution" to the Russian federal budget — the so-called exit tax — of at least 35% of the undiscounted market value, paid in instalments over two years. Deals where the asset value exceeds 50 billion roubles need the personal approval of the President.
The practical effect is stark: once the discount and the contribution are taken out, a departing seller typically keeps only around 5% of what the asset is said to be worth. For a Dutch holding that was built to hold a valuable Russian operation, that is the number the board has to weigh against the cost of staying or holding.
There are Dutch-specific angles on top of the general rules:
A Dutch holding structure built for the old treaty rates no longer delivers them — with the treaty suspended, dividends out of Russia face 15% and interest 20% regardless of the Dutch layer, so continuing to hold through it may add cost without benefit.
The interaction with Dutch domestic tax on any exit proceeds, and with Dutch participation-exemption rules, needs modelling on the Dutch side alongside the Russian cost.
If the decision is to hold rather than exit, the Dutch entity still has to keep the Russian subsidiary compliant, since a dormant Russian company continues to file and is not exempt from its obligations.
The exit maths is unfavourable by design — the rules exist precisely to make leaving expensive. That does not make exit wrong, but it does mean the decision should be made on the actual recovery figure, not on the headline asset value.
Generally no — with the treaty suspended, dividends face 15% and interest 20% out of Russia regardless of the Dutch layer. A holding built to capture the old treaty rates may now add cost and administration without delivering the benefit it was designed for.
Often it's worth considering — if the layer no longer earns its keep, restructuring or unwinding removes cost and complexity. Whether to restructure toward an active-treaty jurisdiction or unwind entirely depends on your operations and where value needs to sit.
Active-treaty jurisdictions (UAE, Turkey, China) can offer real relief — but only with genuine substance, since Russian authorities apply a beneficial-ownership test. The right alternative depends on your structure and shouldn't be a like-for-like paper swap.
This covers the Netherlands–Russia suspension. The question hits Dutch holding structures hardest: high intercompany flows now taxed at 15–20% with no relief, and a holding entity that may no longer do what it was built for.
Practical support for international business in Russia.