Register your business in the Netherlands

 

Are you planning to register your company in the Netherlands?
CompanyNL enables you to do so with ease and comfort. Our aim is to help you make your Dutch business blossom.

starting a business in the netherlands

 

Starting a Dutch business

The first step in starting a business in the Netherlands, often referred to as Holland, is to determine what kind of business you want to run.

Most popular among international entrepreneurs, is the Dutch limited liability company or LLC, known in Dutch as a BV (‘Besloten Vennootschap’). Such a BV operates as a financing, holding or royalty entity and can be implemented in international structures. This is to the benefit of entrepreneurs who wish to expand their in the Netherlands registered business far beyond Dutch borders. The second advantage of a limited liability company is the legal restriction the private liability entails. Under corporate law, the company is considered as a legal person. Hence, only assets of the BV itself can be subjected to claims, not those of the director(s) nor shareholder(s). Their liability is reduced to the investments they made in the company.

Notwithstanding the popularity of a limited liability company in the Netherlands, starting a foundation might serve your particular benefit. The main difference between a foundation and a (limited liability) company in Holland, is the latter’s focus on profit. A foundation, on the other hand, cannot pursue profit. This implies the absence of shares and the inability to distribute equity among its founders. Instead of a financial focus, a foundation aims for social or ideal significance.

 

Registration

Limited Liability Company

The following overview outlines the registration of your business step by step.

  1. The first step in starting a Holland-based company is choosing the appropriate name;
  2. Appoint the shareholder(s) and decide what the amount of the share capital will be;
  3. Thirdly, get a (virtual or real) address in ‘Holland’ to settle your business;
  4. If you have successfully accomplished the previous steps, you can register your limited liability company in the trade register of the Chamber of Commerce or KvK (‘Kamer van Koophandel’). Every registration of a new company needs to be accompanied by a deed of incorporation. This deed includes:
    1. A copy of the Article of Association;
    2. A statement of share capital ( paid-in and issued);
    3. Basic information about your company: name, address and details of founders or all the members of the board of directors;
    4. A description of each managing director’s authority to represent and bind your company.CompanyNL enables you to register your company in the Netherlands by putting you in contact with a highly qualified Dutch notary:
  5. Finally, you might need to open a Dutch bank account and acquire Dutch tax numbers. In case of the latter, the Dutch tax authorities will issue these numbers.

 

Foundation

Starting an in Holland registered foundation differs slightly from setting up a BV.

  1. First, choose a name that suites the foundation;
  2. Different from a BV, a foundation doesn’t operate on a shareholder-base, nor can it have any members. Identify the board of director(s) instead;
  3. If you have successfully accomplished the previous steps, you can register your foundation in the trade register of the Chamber of Commerce or KvK (‘Kamer van Koophandel’). Since the services of a Dutch public notary are obliged, CompanyNL will get you in touch with a highly qualified notary. He will assist in composing the required deed of incorporation. This deed includes:
    1. A copy of the Article of Association. Keep in mind that Dutch lax recognizes one type of foundation. Legally, however, a foundation can have different applications. These may affect the foundation’s set-up and contents of the Article of Association;
    2. A statement of share capital ( paid-in and issued);
    3. Basic information about the foundation: name, purpose, and details of founders (this can be either one or more individuals or a legal entity);
    4. A description of each managing director’s authority to represent and bind your company.
  4. Finally, you might need to open a Dutch bank account and acquire Dutch tax numbers. In case of the latter, the Dutch tax authorities will issue these numbers.

 

If you wish further information, please feel free to contact us.