Key takeaways
- Dutch payment and e-money institutions safeguard under article 3:29a of the Financial Supervision Act (Wft) and article 40a of the Decree on Prudential Rules (Bpr).
- Funds not passed on by the end of the business day after receipt must be in a separate account at a bank or central bank, or in secure, liquid, low-risk assets, unless insurance or a guarantee is used.
- Firms can segregate through a third-party funds foundation (stichting derdengelden) or, since 7 July 2022, a segregated account under article 3:29aa Wft at a Netherlands-based bank.
- Under article 3:29aa a shortfall must be made good immediately; otherwise third parties share the account pro rata.
- DNB's thematic review published on 28 June 2024 found weak documentation and few specific safeguarding controls, and DNB began collecting quantitative safeguarding data from 1 July 2024.
What are the key facts on DNB safeguarding?
DNB supervises how Dutch payment and e-money institutions keep users' funds out of reach of their own creditors, in the Netherlands and on insolvency.
| Item | Position |
|---|---|
| Rule | Wft articles 3:29a and 3:29aa; Bpr article 40a |
| Regulator | De Nederlandsche Bank (DNB) |
| Applies to | Payment institutions and electronic money institutions licensed in the Netherlands |
| Timing | By the end of the business day after receipt |
| Vehicles | Third-party funds foundation, or segregated account at a Netherlands-based bank |
| Last checked | 11 October 2026, against the Wft, Bpr, parliamentary papers and DNB publications |
What does Dutch law require?
Article 40a Bpr sets the PSD2 safeguarding model, and article 3:29a Wft makes it a statutory duty.
Under article 40a, funds received for payment transactions must either be kept apart from the funds of other creditors, or be covered by an insurance policy or comparable guarantee from an insurer or bank outside the institution's group, for the amount that would otherwise be segregated. Where funds are segregated and have not reached the payee or another payment service provider by the end of the business day after receipt, they must be deposited in a separate account with a bank or, at that central bank's discretion, a central bank, or invested in secure, liquid, low-risk assets, so that other creditors cannot reach them, especially on insolvency. Eligible assets are those in the CRR table with a specific risk capital requirement of no more than 1.6%, and units in UCITS investing only in such assets. A representative portion may be safeguarded where the amount varies. Paragraph 6 extends these rules to e-money institutions. The current version of article 40a has applied since 19 November 2025.
Firms using the insurance or guarantee route need cover from an insurer or bank outside their group equal to the amount that would otherwise be segregated, so the cover must keep pace with peak balances rather than averages. Whichever route is used, a daily reconciliation of users' funds to the protected amount is the evidence that the requirement is met. This follows the EU model in PSD2 and the E-Money Directive; our guide to PSD2 safeguarding explains it. The option to use a central bank account reflects changes made at EU level alongside the instant payments rules.
Which segregation vehicles are used in the Netherlands?
A third-party funds foundation, or a segregated account held by the institution itself.
The explanatory memorandum to the Financial Markets Amendment Act 2022 describes the foundation (stichting derdengelden) as the method commonly used by Dutch financial firms, and notes that it is poorly understood abroad, which complicates cross-border payments. The Act added article 3:29aa to the Wft, letting payment and e-money institutions hold users' funds in a segregated account in their own name, in force from 7 July 2022.
| Feature | Third-party funds foundation | Segregated account (article 3:29aa Wft) |
|---|---|---|
| Account holder | A separate foundation | The institution itself, for one or more third parties |
| Where held | Bank chosen by the foundation | A bank with its seat in the Netherlands licensed by the ECB or DNB |
| Legal basis of separation | Separate legal entity | Statutory separate estate, despite article 3:276 of the Civil Code |
| Account name | Foundation's name | Must show the institution holds it in that capacity for third parties |
| Shortfall | Depends on the foundation's arrangements | Institution must make it good immediately; otherwise pro rata sharing |
| Deposit guarantee | Not addressed in the sources reviewed | Each third party a separate depositor, up to EUR 100,000 per bank, per the explanatory memorandum |
What does article 3:29aa require?
It sets eight rules for the segregated account, from bank location to insolvency ranking.
- Paragraph 1: the account may be used only to safeguard the funds referred to in article 3:29a.
- Paragraph 2: the bank must have its seat in the Netherlands and a licence from the ECB or DNB, and the account name must show the institution's capacity.
- Paragraph 3: the balance is a separate estate that answers only for the bank's account charges and third parties' claims.
- Paragraph 4: the institution must keep adequate records of who is entitled to what.
- Paragraphs 5 and 6: on liquidation the balance pays those claims first; others can reach it only when they are certain to be met.
- Paragraph 7: the institution must immediately make good any shortfall; otherwise it may pay a third party only to the extent other third parties' rights allow.
- Paragraph 8: further rules on set-up, administration and management may be made by order.
Changing from a foundation to a segregated account is a change in asset segregation that, according to the explanatory memorandum, must be reported to the supervisor under article 3:29 Wft.
Foundation or segregated account: how should a firm choose?
The choice turns on cross-border recognition, bank location and the administration each vehicle needs.
The explanatory memorandum gives the main reason for the segregated account: foreign counterparties often do not understand the foundation model, which complicates cross-border payments and bank onboarding. A segregated account removes the separate legal entity, its board and its own accounts. Against that, the account must be at a bank with its seat in the Netherlands, which narrows the choice of banks and can concentrate funds. A firm may open more than one segregated account, for example across several Dutch banks, which the memorandum notes can limit concentration risk.
Whichever vehicle is used, the institution needs records that show at any time which third party is entitled to which part of the balance. That record is what makes the separate estate work on insolvency, and it is also what DNB's thematic review found to be thinly documented at many firms.
What has DNB found in its supervision?
Weak risk identification, thin documentation and few controls aimed specifically at safeguarding, despite improvements since its first review in 2022.
DNB's thematic review results, published on 28 June 2024, followed a 2022 review and added on-site inspections and a sector-wide questionnaire. Monitoring of the creditworthiness of banks holding or guaranteeing funds had improved. But identification and mitigation of operational and legal risks around third-party funds received too little attention, documentation of safeguarding processes was insufficient, and, as in 2022, only a limited number of institutions carried out control activities aimed specifically at safeguarding. DNB said it would request quantitative data on third-party funds through prudential reporting from 1 July 2024, run a sector questionnaire in the third quarter of 2024, and embed the theme in its ongoing supervision.
For firms, the quantitative reporting changes the nature of supervision. Figures on third-party funds reported each period can be compared over time and across firms, so a reconciliation that is late or a balance that moves without explanation becomes visible to DNB without an inspection.
What happens if a segregated account is short?
The institution must top it up at once; if it fails first, third parties share what is there.
Worked example. A Dutch payment institution owes users EUR 24.0 million at the end of a business day. Its segregated account holds EUR 22.8 million because a merchant refund of EUR 1.2 million was paid from the account before the matching funds arrived.
| Scenario | EUR m | Outcome |
|---|---|---|
| Owed to users | 24.0 | |
| Segregated account balance | 22.8 | Shortfall 1.2 |
| Institution tops up from own funds the same day | 24.0 | Compliant under paragraph 7 |
| Institution fails before topping up | 22.8 shared pro rata | Each user receives 95% from the account and claims the rest from the estate |
The pro rata share is 22.8 divided by 24.0, or 95%. A user owed EUR 10,000 receives EUR 9,500 from the separate estate and is an ordinary creditor for EUR 500. The explanatory memorandum gives the same logic with smaller numbers: a balance of 100 against two claims of 60 pays each claimant 50.
What should a Dutch PI or EMI check?
These checks respond directly to the weaknesses DNB reported.
- Document which funds are users' funds, when they become so and when they stop.
- Record the safeguarding vehicle used for each flow, foundation or segregated account.
- Confirm any segregated account is at a Netherlands-based bank and named to show the institution's capacity.
- Reconcile users' funds to the foundation or segregated account every business day.
- Top up any shortfall immediately from own funds, and record the cause.
- Assess operational and legal risks around third-party funds and record the controls.
- Agree the quantitative safeguarding data in prudential reports to the daily reconciliation.
Our guides to Lithuanian safeguarding, the Irish safeguarding audit and the PSD3 timeline cover neighbouring regimes.
How does Safeheld help?
Safeheld reconciles users' funds to foundation and segregated accounts every day for each entity and currency, and raises any shortfall as a break for same-day resolution.
See daily reconciliation.
Frequently asked questions
Which Dutch rules govern safeguarding?
Article 3:29a of the Financial Supervision Act (Wft) and article 40a of the Decree on Prudential Rules (Bpr), with article 3:29aa Wft for the segregated account.
What is a stichting derdengelden?
A third-party funds foundation: a separate legal entity that holds users' funds so they are kept apart from the institution's own assets. It is the method commonly used in the Netherlands.
What is a segregated account under article 3:29aa Wft?
An account held by a payment or e-money institution in its own name for third parties, at a Netherlands-based bank, whose balance is a separate estate protected from the institution's creditors. It has been available since 7 July 2022.
Can a Dutch institution use a bank in another EU country for the segregated account?
Not for an article 3:29aa segregated account. The bank must have its seat in the Netherlands and be licensed by the ECB or DNB.
What did DNB's 2024 thematic review find?
Better monitoring of bank creditworthiness, but insufficient attention to operational and legal risks, insufficient documentation and few controls aimed specifically at safeguarding.
Can Dutch institutions invest safeguarded funds?
Yes, in secure, liquid, low-risk assets: those in the CRR table with a specific risk capital requirement of no more than 1.6%, or units in UCITS investing only in such assets, under article 40a Bpr.
Must a change of safeguarding vehicle be reported?
Yes. The explanatory memorandum states that moving to a segregated account is a change in asset segregation that must be reported to the supervisor under article 3:29 Wft.
Are users' funds in a segregated account covered by the deposit guarantee scheme?
According to the explanatory memorandum, each third party counts as a separate depositor, with cover of up to EUR 100,000 per depositor per bank.
References
- Kamerstukken 35950 nr. 3, explanatory memorandum to the Wijzigingswet financiële markten 2022 (PDF)
- DNB, Uitkomsten thema-onderzoek veiligstellen van geldmiddelen (28 June 2024)
- DNB, Open Book on Supervision: Wft
- Directive (EU) 2015/2366 (PSD2)
- Directive 2009/110/EC (EMD2)
About Safeheld
Safeheld is reconciliation and regulatory financial control software for regulated firms that hold client money. For Dutch payment and e-money institutions it reconciles users' funds to foundation and segregated accounts daily, and keeps the records and break history DNB asks firms to document. To discuss your safeguarding operations, contact us at safeheld.com/contact.
This article is general information on EU safeguarding rules and is not legal or regulatory advice.