If the founder is unavailable, who can run the BV tomorrow?

The owner-director (directeur-grootaandeelhouder, DGA) of a family BV is unexpectedly hospitalised. The team knows whom to call. The spouse can access the household administration. The finance director prepares payments. Yet the bank, trade register and a major counterparty verify a specific authority rather than family trust.

Break the problem into actions: who calls and passes a company resolution, who acts as director, who votes as shareholder, who signs a payment and who communicates with employees and customers. One person may not hold all those roles.

A levenstestament contains instructions and mandates for a period in which a person cannot act personally. It may appoint representatives for financial, medical and personal matters. The scope depends on the instrument, while a bank or other institution checks whether it accepts the authority for the requested action.

Even a broad personal mandate should not automatically be treated as a director appointment in the BV. The articles, corporate resolutions, registrations, bank mandates and contracts are checked separately. If different people should perform different roles, that is better discovered before a crisis.

The first day requires payments, team communication, preservation of information and a lawful point of contact. The first month brings payroll, tax, key contracts and board or shareholder decisions. A longer absence requires a durable management and control model, not temporary use of another person’s login.

The Dutch Chamber of Commerce describes a bedrijfscontinuïteitsplan, or business continuity plan, as the working process for keeping the business operating after an emergency. In a founder-dependent company, that process needs corporate authority as well as operational contacts and systems.

‘Signed’ is not a sufficient status. For every critical action, use five stages: document found, meaning understood, authority reviewed by the relevant professional, institutional procedure confirmed and substitute role holder briefed. The test never requires another person’s login.

The output is a short Founder Absence Plan: critical actions, primary and substitute owners, legal basis, external institution, contact and evidence of completion. The notary, corporate lawyer, bank and accountant each validate their part.