Company incorporation in the Netherlands

If you do business in Netherlands there may be a point that it makes sense to set up a local company. Then you need to know how to comply with local regulations and who can help you.

This article describes:

the most likely types of company to set up;
how you do this and who can help you;
a few important fiscal regulations.

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Your legal entity in Netherlands

The Netherlands is a popular destination for foreign businesses looking to set up operations in Europe. With its stable economy, favorable tax treaties, and strategic location, it offers significant advantages for international companies.

Most Common Business Forms for Foreign Companies

The private limited company (Besloten Vennootschap, BV) is the most popular legal entity for foreign businesses.

Similar to a limited liability company (LLC) in other jurisdictions.
Key features include a minimum share capital of just €0.01, limited liability for shareholders, and flexibility in structuring ownership.
A BV can be wholly owned by foreign individuals or companies.

Another option, the branch office, is less common but used by businesses wanting to maintain closer ties to their parent company.

Setting Up a BV and Directorship

Setting up a BV involves the following steps:

Drafting and notarizing the Articles of Association.
Registering with the Dutch Chamber of Commerce (Kamer van Koophandel).
Opening a Dutch bank account for the BV.

Foreign nationals can serve as directors of the BV, but they must comply with Dutch regulations, including
registering their personal details with the Chamber of Commerce. While a local director is not mandatory,
some banks or service providers may require one for practical reasons.

Taxation and Withholding Taxes

Dutch BVs are subject to corporate income tax at rates of 19% (on profits up to €200,000) and 25.8% (on profits above €200,000).

Regarding distributions:

Dividend payments to shareholders are subject to 15% dividend withholding tax, though treaties may reduce this rate.
The Netherlands has an extensive tax treaty network, making it advantageous for reducing double taxation.

Service Providers for Company Incorporation

These firms assist with incorporation, compliance, and ongoing business administration, ensuring a smooth process for foreign entrepreneurs.

Travel to Netherlands for a better impression

The best preparation for doing business in any country is visiting it. This way you can experience the culture, check the shops and build your network.

With Trip.com you can compare flights and also book your hotel.

Hotellook compares different hotel sites so you always have the best rate.

Localrent connects you to national rental car providers per country.

Frequently asked questions

How to convince an importer in Netherlands to work with you?

As in any country, convincing an importer or wholesaler to put your product in his assortment is difficult. Also in Netherlands importers look at the rotation of the product, how easy and often they can sell it, and multiply this with the margin they can make on it. The result should be higher than they earn now from any competing product. Only if you have proper sales data, for example from other countries, they will engage in a discussion with you.