Company Incorporation Netherlands

Company Formation FAQs

• What does Dutch company formation mean in practice?

  The Netherlands has a liberal tax regime including generous participation exemption in which dividends received and capital gains realised are exempt from Dutch Corporate Income Tax. The country also has an extensive network of double-taxation treaties.

  There are many other aspects of Dutch tax law, but specialist advice is required to successfully navigate the complexities. We can put you in touch with one of our local tax planning specialists for all the support you need.

• What are the main types of Dutch incorporation?

  There are four major forms of Dutch company formation as shown below:

  • Public Limited Company (NV)
  • Private Limited Company (BV)
  • Partnerships
  • Branches
• What are the main features of a Public Limited Company (NV)?
  • The minimum amount of share capital is €45,000
  • At least 20% of this must be issued
  • Suitable for companies wishing to raise capital publicly
  • There are no nationality requirement for shareholders
  • Audited accounts must be filed with the Chamber of Commerce
• What are the main features of a Private Limited Company (BV)?
  • Due to the Dutch civil law changing from October 1st 2012, a share capital of €18K is not necessary anymore. It can be as little as €1.
  • Shareholders’ liability is restricted to their individual capital contribution
  • It is the most common form of business enterprise in the Netherlands
  • There are no nationality requirement for shareholders
  • Audited accounts must be filed with the Chamber of Commerce
• What are the main features of a Partnership?
  • Available as a General, Professional or Limited Partnership
  • General Partnerships have unlimited liability
  • In Professional Partnerships, each partner is liable for own debts
  • Limited Partnerships have limited liability
• What are the main features of a Branch?
  • This is a popular format for foreign companies opening up in the Netherlands
  • Foreign parent is responsible for all the liabilities of the Dutch Branch
  • Branch is required to register with the Chamber of Commerce
  • There must be a minimum of one director
  • No formal accounting requirements
• How easy is it to recruit staff in the Netherlands?

  The Dutch are famously multi-lingual and their education and workplace skills are of a high level. However, the unemployment rate in the Netherlands, although rising, is low by the standards of other EU member states and his makes recruitment rather more of a challenge than elsewhere in the EU.

  We will be happy to refer you to one of our carefully chosen local recruitment specialists. Please contact us for further information.

• What is the regulatory environment like for Dutch incorporation?

  Reasonably easygoing with regard to foreign investment and taxation, but certainly not when it comes to labour laws. The Dutch labour market is heavily regulated and generally favours the employee. Companies employing more than 35 workers are legally required to establish a works council which must be consulted on a wide range of issues.

  If you need to dismiss an employee, you can count on the intervention of a civil court or government body. It is extremely advisable to take legal advice before entering into any kind of employment contract. Contact us for expert advice from our Dutch legal and recruitment specialists.

• Are there financial incentives available for company formation in the Netherlands?

  The Dutch government and local authorities offer a range of incentives to foreign investors based on a number of factors, in particular the region where the new company is to be based. EU funds are also available.

  Key agencies here are the government-run regional development corporations which can help start up new businesses and act as risk-bearing partners.

• How easy is it to close a Dutch company?

  Please click here for further details and services on closing a company.

• And what about banking facilities?

  Amsterdam is one of the world’s top financial centres and most international banks have offices there. The Netherlands also has several specialist agencies that provide business funding.

  The National Investment Bank focuses on medium and long term lending, equity investment and capital market activities and the Industrial Fund provides risk-bearing capital to the larger high-tech companies.

  If you are considering company registration in the Netherlands, you will need to open a local bank account and we can guide you through the entire process.