NETHERLANDS Law and Practice Contributed by: Roderik Vrolijk, Rogier Raas, Ingrid Viertelhauzen and Maarten Weekenborg, Stibbe
4. Online Lenders 4.1 Differences in the Business or Regulation of Fiat Currency Loans Provided to Different Entities Under Dutch law, the regulatory treatment of fiat cur - rency loans differs primarily by borrower category. Consumer loans to individuals are heavily regulated under the Wft, implementing EU consumer credit rules. Lenders must comply with strict disclosure obligations, creditworthiness assessments and inter - est caps, and are subject to AFM conduct supervi - sion. The Consumer Credit Directive II (CCD II) will further tighten these requirements, including rules on AI-based assessments and open banking data. Fiat currency loans to small businesses and other non- consumers fall largely outside the Dutch consumer protection regimes. Contractual freedom is broader, with fewer mandatory disclosures and no statutory interest cap. Certain SMEs may benefit from limited protections, but overall regulation is considerably lighter than for consumers. 4.2 Underwriting Processes In the Netherlands, online lenders generally follow a broadly similar underwriting process: • identification and verification (AML/KYC require - ments under the Wwft and EU anti-money launder - ing framework); • creditworthiness assessment based on income, employment history, bank-account transaction data, and public register checks (eg, BKR); • risk scoring using internal models (statistical scor - ing, behavioural data, automated decision-making); and • affordability checks to assess repayment capacity. For consumer credit, a meaningful credit assessment is required under the Wft, derived from the CCD. For business loans, no detailed statutory underwrit- ing process applies, though general KYC, AML and prudential obligations remain applicable. Automated underwriting tools are increasingly subject to scrutiny under the EU AI Act and CCD II, particularly where credit scoring systems qualify as high-risk AI appli - cations.
4.3 Sources of Funds for Fiat Currency Loans Online lending platforms can source fiat currency funds in various ways, each with distinct regulatory implications. • Peer-to-peer/crowdfunding – Loan-based crowd - funding platforms are primarily regulated under the EU Crowdfunding Regulation, requiring AFM authorisation as a crowdfunding service provider. Platforms operating outside the scope of this regu - lation (eg, below applicable thresholds) may still be subject to the Wft as credit intermediaries. • Taking deposits – Accepting repayable funds from the public constitutes a regulated activity requiring a DNB banking licence, with associated prudential and governance requirements. • Securitisations – Loans may be financed via the EU Securitisation Regulation, triggering disclosure, risk-retention and investor-protection obligations. Across all sources, lenders must comply with AML/ CFT obligations under the Wwft and the EU anti- money laundering framework, conduct proper credit assessments, and adhere to Dutch consumer credit rules where applicable. 4.4 Syndication of Fiat Currency Loans Syndication of online loans occurs in the Netherlands, particularly for larger SME or real-estate loans origi - nated via online platforms. Process A lender or platform originates the loan and allo - cates parts of the exposure to multiple professional or semi-professional investors, either at origination or post-origination. This is typically structured contractu - ally via loan participations rather than transfer of the underlying loan, with the platform acting as arranger and servicer. Regulatory Framework Syndications must comply with the Wft. Where loan participations qualify as transferable securities, the EU Prospectus Regulation may apply, subject to relevant exemptions (eg, offers to fewer than 150 persons). The platform may require an AFM licence as credit inter - mediary or investment firm. Where repayable funds
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