Great! The Netherlands is an amazing country to do business in. This is because of the strong entrepreneurial spirit of the Dutch people and consequently, the fantastic business culture this country knows. Before starting a company formation in the Netherlands, there are a few things you should know. For starters, the Dutch business culture knows a high variety in types of company formation in the Netherlands. Different Dutch organizations have different company formations. Although in fact each organizational structure differs from another, a number of groups can still be made from specific organizational structures. Major differences can be seen between these different groups. The different types are as follows:
- Proprietorship (sole ownership)
- Partnership under firm (vof)
- Limited partnership (CV)
- Partnership
- Private limited company (BV)
- Public limited company (NV)
- Association
- Cooperative and mutual guarantee society
- Foundation
Whereas the first four formations are legal forms without legal personality, the final five formations are legal forms with legal personality. This article discusses two possible types of company formation in the Netherlands: The Public Limited company (Naamloze Vennootschap – NV) and the Private limited company (Besloten Vennootschap – BV).
Company formation in the Netherlands: The Public Limited Company (NV)
The public limited company is one of the legal forms that you can choose as a (starting) entrepreneur. With a public limited company, you can trade the shares freely, for example on the stock exchange. You do need a minimum capital when setting up. A public limited company can be founded in the Netherlands by one or more persons. That is to say: the shares can be traded without the intervention of a notary, for example on the stock exchange. In addition, when setting up an public limited company, you still have to take into account a significant start-up capital. This start up capital is equal to 45.000 euros. In addition, for the official establishment of the public limited company, you must draw up or have drawn up a notarial deed by the notary in which the articles of association of the public limited company are recorded. As with any other type of company formation in the Netherlands, it is also mandatory for a public limited company to register your company with the Chamber of Commerce (KvK). Also, keep in mind that you will also have to prepare annual reports for the Chamber of Commerce. The larger and more profitable the company, the more demands will be placed on it. Read more about the annual accounts and how filing them works here.
Company formation in the Netherlands: The Private Limited Company (BV)
After the sole proprietorship, the private limited company is the most chosen type of company formation in the Netherlands by starting entrepreneurs. Anyone can set up a private limited company. There is no specific profession or industry in which BVs are overrepresented. Yet most entrepreneurs choose to set up a sole proprietorship. Self-employed persons who want to set up a private limited company reap the benefits of no personal liability and a tax benefit. Since 1 October 2012, no mandatory starting capital of 18,000 euros is required to start a private limited company. This is also called the “flex private company”.
