Public country-by-country reporting for privately held traders

A privately held trading group with consolidated revenue above EUR 750 million in two consecutive years and a qualifying EU entity may see its figures published for the first time, however thin its margin. Most calendar-year groups must publish by 31 December 2026. Consolidated accounts and turnover decide who reports; the EU list on the 1 March test dates, not the October 2026 revision, decides which FY2025 lines stand alone.

Status as of 1 November 2026

Scope: consolidated accounts first, then turnover

A group with consolidated revenue above the threshold and a qualifying EU entity should plan to report. The first step is to identify the ultimate parent: which company draws up consolidated accounts for the widest group? Directive (EU) 2021/2101 (the Directive) and the Dutch decree implementing it define the parent that way and read the EUR 750 million figure from those accounts.

Swiss and Hong Kong law require a holding company to consolidate, subject to exemptions, and a Malaysian parent should check the Companies Act and its accounting standards. If a company beneath the family's holding draws up the widest accounts, the ultimate parent appears to be that company. Any subsidiary or branch that serves only to avoid the reporting duty must report regardless.

The private country-by-country report, filed only with tax authorities, treats an unlisted group as if it were listed. The public rules do not, so on one reading certain US and Canadian groups and funds, and possibly others, with no local consolidation duty could fall outside scope. That is not settled for Swiss, Hong Kong or Malaysian family groups. Because the definition asks who draws up accounts, not who must, voluntary consolidation for lenders may count; we found no authority on that. Reach any conclusion with advisers and document it.

Revenue must exceed EUR 750 million in each of the last two consecutive financial years, and the report covers the second. A group leaves only after two consecutive years below. Margin plays no part. National figures vary slightly (reportedly about EUR 732 million in Sweden), so a group near the line should test each relevant state.

For parents outside the EU, the threshold converts into national currency at the 21 December 2021 rate: about CHF 781.3 million, HKD 6.61 billion, MYR 3.57 billion and USD 847.1 million (our calculation). How a Swiss parent reporting in US dollars compares with the CHF figure is not spelled out, and one commentary on US groups, silent on the 2021 rate, expects the year's average. Test both, record the basis, and take advice if the answers differ.

Which date applies

The rules apply to financial years starting on or after 22 June 2024, so a calendar-year group's first report covers FY2025. Most member states ("12-month states") allow 12 months from the balance sheet date.

Other year-ends follow the same rule (our calculation, as for the June and September row): 31 October year-ends have just passed and 30 November year-ends are next. The Slovenian, Romanian and Croatian dates are as reported at the time of writing.

Advisers differ on the shorter Hungarian date. One view is that it generally does not reach non-EU groups, subject to checking with local auditors. Some local advisers apply it to Hungarian entities of such groups, at least where they publish for the group.

We found no postponement at the time of writing, and the Tax Omnibus proposal of 24 June 2026 does not amend these rules. Plan on these dates.

Worked example: a Dutch BV under a non-EU parent

Take a Dutch trading BV with 60 staff and EUR 300 million of net turnover in FY2024 and FY2025, in a Swiss, Hong Kong or Malaysian family group above the threshold in both years (illustrative figures).

Does the BV qualify? The decree catches a subsidiary that is not small under Civil Code article 2:396(1). Small means meeting two of three limits on two consecutive balance sheet dates: assets up to EUR 7.5 million, net turnover up to EUR 15 million, fewer than 50 employees. Our BV exceeds the turnover and staff limits, so it qualifies, as an operating trading BV usually will.

Dutch holding and finance companies are often described as outside scope, because staff are few and dividends and interest generally are not net turnover. But the size test also counts group companies the holding would have to consolidate, unless it uses the article 408 exemption.

Who files? Our BV does by default: each qualifying EU subsidiary or branch publishes a report on the whole group. The board deposits it with the trade register within 12 months of year-end and must also keep it free to read on the website of the BV or a group company for at least five years.

A group with several qualifying EU entities can nominate one. The others are released if the parent publishes a consistent report on its website within 12 months, free, machine-readable and in an EU language, keeps it there for five years and names the entity that filed it. This does not settle every state: it is reported that Denmark always requires local filing, Finland potentially does, and Austria requires a notification. In Spain the parent must publish within six months of year-end, so a 12-month timetable does not release a Spanish entity.

The Directive does not appear to say whose law decides whether a parent's report is acceptable, so another state could challenge a report filed elsewhere. Base the choice on where group entities have obligations, not on differences between states in deferral or format, and record the reasons.

In which format? KVK, the Dutch Chamber of Commerce, takes this report by email only, as a PDF/A-2a file of at most 5 MB quoting the KVK number. A correct submission counts from receipt, and manual processing can take a few days. iXBRL and XHTML are to follow, with no date given. The decree's format paragraph stays out of force until KVK's system is adapted.

Whether the PDF must follow the EU template is unclear: the template regulation's recitals say a non-EU parent and subsidiaries reporting for it need not use it, while one adviser says the report must. Confirm that, and how a nominated filing is handled, with your Dutch adviser. Germany reportedly accepts no PDF, so a group filing there too needs two outputs. The Commission's voluntary generator (version 2.0, September 2026) produces iXBRL, which KVK does not yet take. France's July 2026 order reportedly allows a non-standardised electronic format for years beginning in 2025 and 2026.

What if parent data is incomplete? The BV must request it. If it stays incomplete, management must still publish, in the currency of the BV's accounts, all the information in the BV's possession, obtained or acquired, with a public statement that the parent did not provide the rest. On one reading this can reach consolidation packs and management accounts the BV can access, and management remains responsible.

What if the BV does not comply? Management is responsible for ensuring, to the best of its knowledge and ability, that the report is prepared and published. Non-compliance is an economic offence: up to six months' detention, community service or a fourth-category fine, EUR 27,500 since 1 January 2026, or up to EUR 110,000 for a legal person where that is inadequate. Interested parties can claim performance in court, and they or the Advocate General can ask the Enterprise Chamber for an order. The auditor must state in the next audit report whether the report was due and published.

What becomes public, and which lines cannot be deferred

The report names the parent and lists consolidated subsidiaries in the EU and in jurisdictions on the EU list of non-cooperative jurisdictions ("listed jurisdictions"). By jurisdiction it shows activities, full-time equivalent employees, revenues including related-party transactions, profit or loss before tax, income tax accrued and paid, and accumulated earnings. Member states and listed jurisdictions where the group is present get a line each, as do Iceland, Liechtenstein and Norway in a Dutch report. Everything else is aggregated.

For FY2025 a jurisdiction counts if it was on Annex I (non-cooperative) on 1 March 2025, or on Annex II (cooperative, under commitments) on both 1 March 2024 and 1 March 2025. The 17 names in the Dutch regulation include Panama and Trinidad and Tobago (non-cooperative), and the British Virgin Islands, Türkiye, Seychelles, Belize and Viet Nam (cooperative). These lines can never be deferred, and subsidiaries there are listed by name, so the board should see them before publication.

Switzerland, Hong Kong and Malaysia are on neither list for calendar FY2025, so their figures fall within the aggregated rest-of-world line, and group totals are published. List status changes from year to year: the Dutch list for years begun in late 2024 names Malaysia, although the Directive's 1 March test would differ, so June and September year-ends should check. Belgium reportedly adds its own lists.

Later changes do not reach the FY2025 report: the Council's change of 9 October 2026 can first reach FY2027. The Dutch FY2026 list follows a revision published after the 1 March 2026 test, so groups filing elsewhere and March year-ends should confirm which version governs.

In focus: deferral, the context note and one set of numbers

Deferral. Dutch law allows a specific item to be omitted temporarily where disclosure would seriously harm the company's competitive position. The omission must be marked and reasoned in the report, and the item published within five years. Five member states reportedly have no such option, and Germany caps it at four years. The auditor states only whether the report was due and published, so responsibility for content and any omission stays with the board, which should keep its reasons on record.

The context note. Revenue includes related-party sales, so back-to-back sales between group companies can lift a jurisdiction's revenue well above its share of group sales. Illustratively, EUR 300 million of revenue and EUR 3 million of profit before tax read as a 1% margin. The template's section 5 covers only material gaps between tax accrued and paid, and is optional unless national law says otherwise (Greece and Hungary reportedly require it), but other text may be added. Any explanation should rest on the functions performed there and match the accounts and transfer pricing documentation.

One set of numbers. The report may follow the accounts or the private report's instructions, and must say which. Calendar-year groups also had to file the FY2024 GloBE Information Return, the Pillar Two minimum-tax filing, by 30 June 2026, with some extensions. One set may not fit every regime, so reconcile the public, private and Pillar Two figures and document the differences.

Bolster Group supports scope assessment and data preparation on this subject, in coordination with your regulated advisers. Bolster is not a law firm or an audit firm, and it is not a filing agent for these jurisdictions.

This note is for general information only. It is not legal or tax advice; any decision should be assessed with your advisers.