Incorporating a Dutch BV
Setting up a business in the Netherlands through a Dutch BV
Thinking about starting your own business in the Netherlands? It is important to decide on the legal form you wish to use for your business. The most common forms are either a Dutch limited liability company (in Dutch: "Besloten Vennootschap" or “BV”) or a soleproprietorship (in Dutch: “Eenmanszaak”). In this brief overview we highlight the main legal and tax aspects of a BV.
Did you know that there are over 400.000 BV’s in the Netherlands?
Not sure which type of entity to use or how to start? Contact us. We will happily assist.
Legal aspects of a BV
The BV is a legal entity with limited liability and flexible capital requirements. The BV’s capital is divided in shares. At least 1 share must be issued with a minimum nominal value of €0,01.
To incorporate a BV, a Dutch notary is required who prepares a draft deed of incorporation. Upon approval, the deed will be executed and the BV will be alive. The costs of incorporating a BV vary per notary, but on average are €750-1.000. Timing of incorporating a BV could be rather quick,within 1 week if all required information is delivered timely to the notary.
Upon incorporation, the BV should file its financial statements with the chamber of commerce (Dutch trade register) on an annual basis.
Summary:
Legal entity: Yes
Liability: Limited liability
Capital requirements: €0,01
Incorporation: Notary required
Costs: €750-1.000 on average
Timing: 1 week
Compliance: prepare and file annual financial statements annually
Need help incorporating a BV? Reach out.We are happy to assist.
Tax aspects
A BV is a so-called non-transparent entity for tax purposes, meaning that a BV itself is subject to tax instead of its shareholders. A BV is subject to corporate income tax, but can also be subject to VAT and payroll tax depending on its activities and whether or not employees are hired.
Overview main taxes relevant to BVs:
Attention points
Proper setup (i.e. employment agreements, loan agreements etc)
Arrange for timely filings, to avoid penalties and (personal) liability
Open a bank account for the BV
Want to transform current business into a BV? Reach out to discuss your situation.
Questions? Feel free to reach out. Our tax lawyers are happy to chat further on this topic.
📝 Disclaimer: The above serves as general information and not professional tax advice.