New Civil Code of Suriname

May 14, 2025

At this stage it is widely understood that Suriname’s new Civil Code has entered into force. This marks a historic milestone in the modernization of the country’s private law system after years of preparation and extensive parliamentary debate. With the New Civil Code, Suriname’s civil law has been brought more in line and up to date with jurisdictions in the Dutch Caribbean such as those of Curaçao, Aruba and Sint Maarten.

The New Civil Code features changes across the board of civil law. A few examples of the changes are the following:

• the introduction of legal concepts such as the legal merger, demerger and conversion (fusie, splitsing en omzetting) and regulations on disputes, such as a buyout, withdrawal and forced transfer of shares (uitkoop, uittreding en gedwongen overdracht);
• the Chamber of Commerce (KKF) now has the power to dissolve legal entities;
• the introduction of the trust;
• amended prescription terms;
• purchase agreements of real estate must now be concluded in writing.

Alongside this, significant amendments have been made to laws such as the General Terms Act, the Commercial Register Act, and the Code of Civil Procedure. These reforms have important implications not only from a civil law perspective but also from a tax standpoint, particularly regarding collection procedures and creditor rights protection, which will affect the way in which companies and individuals deal with debt.

These changes bring both opportunities and challenges for companies and individuals alike. It is of eminent importance that both companies and individuals prepare for and be aware of the changes and possible consequences for their legal and fiscal situation. Stay ahead of the curve by understanding how these developments affect you.

Want to learn more? Contact one of our professionals in Suriname.