The Dutch limited liability company
(known in the Netherlands as the besloten vennootschap
, the BV
) is the most used type of company
in the country because of its easy set-up procedure and lower requirements for reporting and taxation, compared to the public company.
The shareholders can be Dutch nationals or foreign investors in the Netherlands
who are allowed to have full foreign ownership for this legal structure. The Dutch BV
has a series of requirements for the company documents that need to be presented upon registration but also for the number of shareholders and the reporting and taxation requirements in the Netherlands. These special issues can be addressed with the help of a law firm in the Netherlands
The characteristics of the Dutch BV
The Dutch BV is a private limited company in which the assets of the investors are fully protected from the company assets, unlike in the case of the sole proprietorship. The BV has legal personality, it can enter into agreements and it may have registered share, which, however, are not transferable.
The BV in the Netherlands
must pay the corporate income tax
and it is also subject to other taxes, including a real estate transfer tax, social security taxes for employers and withholding taxes. Double taxation relief is possible under the double tax treaties signed by the Netherlands.
The attorneys at our Dutch law firm
specialize in a wide range of issues concerning business and company law. They can assist you during all of the company formation phases as well as answer any particular questions that might help you decide if the BV
is the right legal entity for your needs.
BV incorporation in the Netherlands
All new BVs must be registered with the Dutch Companies Registry
belonging to the local chamber of commerce. Copies of the Articles of Association are provided at this stage and they must be drafted either in Dutch or in English, for foreign companies. The founders must bring proof that the mandatory share capital has been paid and that the company has a valid, operational bank account.
The company’s Articles of Association
are signed in front of a Dutch notary and our lawyers in the Netherlands
can help you with legal representation at this stage. The chosen company name must be available and not infringe any other existing company names. After the company is incorporated it can start its business activities, however, investors may need to obtain additional special permits and licenses for their companies, according to the business field.
You can contact our law firm in the Netherlands
if you have any questions about the Dutch private limited company or other business forms and the legislation for foreign investments in the country.