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For Dutch BVs, owner-directors and accountants

Quality. Legally grounded. AI speed. Dutch jurisdiction.

Legal documents businesses need today. Dividend resolutions, share premium contribution agreements, NDAs, resolutions and more. Designed with the expertise of a former corporate lawyer and generated with AI, with an audit trail your accountant can use.

Built by Duco Poppema, former Dutch fund formation and corporate lawyer, practising from 2017 to 2026, recognised in Legal 500.

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How Caproom Docs works

From account to a signed set of documents

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Create an account

Sign up with your email address and set up your first workspace in a minute.

  1. 01. Create an account. Sign up with your email address and set up your first workspace in a minute.
  2. 02. Choose an entity or workspace. Add your BV using its Chamber of Commerce number or choose an existing client file.
  3. 03. Choose a document type. Choose dividend resolutions, board and shareholders’ resolutions, share premium contributions, confidentiality agreements and more.
  4. 04. Configure and generate. Answer focused questions. Your figures are checked against statutory calculation rules, including article 2:216 BW. The document is released only when the figures balance to the cent.
  5. 05. Sign and store. Sign digitally, with a unique sequence number per BV and a complete evidence file retained for seven years for tax purposes.
Checks before signing

We draft. You edit where the law allows.

Caproom Docs drafts your document using established legal models. Where the law allows, you can edit the wording. Each change is checked against statutory calculation rules, supported by AI checks, so you can see what is correct and what needs attention before signing.

Statutory calculation rules, blocking

Fixed rules, not AI. If a check fails, the resolution cannot be finalised.

  • Balance-sheet test, article 2:216(1) BWPassed

    Equity less restricted reserves, calculated to the cent.

  • Distribution test, article 2:216(2) BWPassed

    Can the BV continue paying its debts for the next twelve months after the distribution?

  • Sequential numberingPassed

    2026-BV-014 follows -013 and is fixed once the resolution is finalised.

  • Locked clausesPassed

    Mandatory statutory wording cannot be accidentally changed or deleted.

AI checks, advisory only

Mistral in the EU, without retaining your data or using it for training. Never the deciding factor.

  • Amounts consistent throughout the resolutionChanged to advisory

    EUR 10.00 versus € 10.00 is a formatting difference, not a substantive one.

  • Dates and financial year alignChanged to advisory

    30 July 2026 falls in the year following the financial year being adopted. Correct.

  • Reference to an articles provisionAdvisory

    Article 20(2) does not appear in the uploaded articles. Please check.

Minor formatting differences and valid dates are recognised and treated as advisory, so false alarms do not hold you up.

Evidence chain

From invitation to archive, every step recorded

A signature matters when you can show, years later, who saw and signed which version and when. That is exactly what Caproom Docs retains for each resolution.

  • Secure invitation

    Each signatory receives a personal, secure link by email.

    Single-use link, valid for 14 days
  • Identity and authority

    Name, email address and signing authority are confirmed before the resolution is displayed.

    director, independently authorised
  • Signing recorded

    Time, device and the displayed document version are recorded in the evidence file.

    30 July 2026, 16:22, version 3
  • Digitally sealed

    The signed document receives a unique authenticity marker in its footer. Any later change can be detected.

    Authenticity marker a3f9c1d4
  • File archived

    PDF, Word file and evidence file are stored securely for seven years in line with tax retention requirements.

    File 2026-BV-014, locked
Clause locking

The statutory core is fixed. The rest is yours.

Provisions derived directly from Book 2 BW are locked. Before finalising, Caproom Docs checks that this wording still matches the original exactly. If it differs, the resolution cannot be finalised.

You can freely edit everything else. AI suggestions appear as visible proposed changes with a reason and are included only when you accept them.

Dividend resolution 2026-BV-014Draft
  • Article 1. Distribution resolutionEditable

    The general meeting resolves to distribute an interim dividend of € 250,000 from the freely distributable reserves.

  • Article 2. Board approvalLocked

    The board shall withhold approval if it knows or should reasonably foresee that, following the distribution, the company will be unable to continue paying its due debts, in accordance with article 2:216(2) BW.

  • Article 3. Payment dateAI suggestion

    The dividend shall become payable on 1 August 2026 15 August 2026.

    Suggested because 1 August 2026 falls on a Saturday. Both acceptance and rejection are recorded in the file.

  • Article 4. LiabilityLocked

    Directors who knew or should reasonably have foreseen at the time of the distribution that the company would be unable to continue paying its due debts shall be jointly and severally liable to the company for the shortfall, article 2:216(3) BW.

Part of Caproom

Built on the technology behind Caproom Funds.

Caproom Docs grew out of Caproom Funds: the all-in-one platform managers use to structure, onboard and run Dutch investment funds. We took part of its core technology to give Dutch SMEs the same legal certainty for their day-to-day corporate law.

For fund managers: Caproom Funds
  • Fund structuring, CV, FGR or foreign vehicle, including AIFMD registration.
  • Investor onboarding, KYC/AML, subscription agreements and side letters per LP.
  • Capital calls, drawdown calculation, notices and cash monitoring per commitment.
  • NAV & reporting, quarterly NAV, LP reports and tax annexes.
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Built by Duco Poppema, former Dutch fund formation and corporate lawyer (2017 to 2026), recognised in Legal 500.

Read more