What is 'Indeplaatsstelling'?
Indeplaatsstelling (literally 'in the place of' substitution) is a legal mechanism where a new tenant steps directly into the shoes of an existing tenant, taking over the rental agreement with the landlord under the exact same terms and conditions. This is fundamentally different from subletting (onderhuur). In a sublet, the original tenant remains the main tenant and creates a new, separate rental agreement with a sub-tenant. In an assignment, the original tenant's contract is terminated, and the new tenant establishes a direct contractual relationship with the landlord based on the old agreement. The original tenant is completely removed from the picture.
This process is most common in the rental of commercial properties (bedrijfsruimte). For example, if you buy a shop or a restaurant, indeplaatsstelling allows you to take over the existing lease for the building, which is often crucial for business continuity. While it is legally possible for residential properties (woonruimte), it is far less common. A tenant cannot unilaterally decide to assign their lease; it requires the cooperation of the landlord or, failing that, an authorization from a judge. A landlord can only refuse the assignment if they have significant, reasonable objections to the new tenant, typically concerning their financial stability or ability to uphold the terms of the lease.
The Tenant's 'Substantial Interest'
For a court to force a landlord to accept a lease assignment, the departing tenant must demonstrate that they have a 'substantial interest' (zwaarwichtig belang) in transferring the lease. In a commercial context, this interest is usually financial—the value of the business they are selling is tied to its location and the existing lease. For residential properties, proving a substantial interest is much harder. Simply wanting to move and finding a friend to take over your favorable lease is not a substantial interest. The mechanism is not designed as a loophole for tenants to pass on good rental contracts to their friends. Because of this high threshold, indeplaatsstelling for residential properties remains a niche legal procedure rather than a common practice.
