Setting up a company

All you need to know about starting a business in the Netherlands

The process of setting up a business in the Netherlands is relatively straightforward as long as you correctly complete each stage of the legal and registration process. This guide will explain each step in order to help you set up your business successfully.

Setting up a company

Can you legally set up a business?

If you are an EU citizen, a member of the EEA (European Economic Area) or a Swiss citizen you a free to live and work in the Netherlands. If you are a non-EU citizen, you may need to apply for a work permit. For more information on Visas & Permits, read our comprehensive guide.

What are the different legal forms of companies?

One of the first decisions you need to make is to decide what type of business you are going to set up. The legal form of the company determines your tax obligations and liabilities. Your business should fit into one of these categories:

Sole trader

This means that you are the sole owner of the company and you are entitled to profits from the company. You may or may not have employees. You will pay income tax on the profit.

Limited partnership (Commanditaire Vennootschap - CV)

This is a special type of general partnership where one partner is “active” while the other is “silent”. The “silent” partner can be active in business and yet still be considered a self-employed entrepreneur. Usually the “silent partner” uses their name in the company and contribute funds but bears less risk in the partnership. A written agreement is not needed by law but it is highly recommended that there is some form of signed agreement involved. “Active” partners pay income tax while “silent” partners are taxed on remuneration received.

General Partnership / Partnership under common firm (Vennootschap Onder Firma - VOF)

This is a partnership made up of at least two people who contribute money. Each partner is considered a self-employed entrepreneur. A written agreement is not required by law, but again it is highly recommended.

Private Limited Liability Company (Besloten Vennootschap, BV)

A BV is a company limited by shares (private limited company), whose shares are privately registered. Shareholders are only liable for their own capital contribution. There are no legal requirements for a BV to have substance in the Netherlands. The only legal requirement is that the BV has a registered Dutch address. The minimum capital requirement for a Dutch BV has been abolished per 1 October 2012.

For more information on starting a BV, please go to this website .

For more detailed information on legal forms, read the information on this website .

Registering your trade name

The name you select for your business must be unique to the sector and region where you plan to work. It must also meet the conditions of the Trade Name Act (Handelsnaamwet).

You will have to register your trade name with the Chamber of Commerce (Kamer van Koophandel, KvK). It costs 50€ to register. You are required to register your company in person within the first week of your company opening. In order to do so, you need to book an appointment online .

If you want to register your trade name as a trade mark, you’ll need to register at the Benelux Office for Intellectual Property 

Tax Authorities

Once you’ve completed your registration at the Chamber of Commerce, your business will be automatically registered with the Dutch Tax Authorities (Belastingdienst). When the Dutch Tax Authorities have received the data they will then issue a Value Added Tax (VAT) registration number (BTW nummer). You need a VAT number for sending invoices to your clients and for paying taxes. There are different taxes for each business structure. Some of them are:   

› BTW (VAT)

› Income Tax

› Payroll Tax

› Corporation Tax

For more detailed information on the VAT number and the taxes you have to pay, read the information on this website .

Also if you intend to hire staff, you will need to register as an employer with the Dutch Tax Authorities.

Accounting

Business owners in the Netherlands must keep detailed accounts for up to seven years. The administrative documents include records of invoices, invoices to pay, expenses connected with business activities, income and private use of goods and services.

Insurance

In the Netherlands, it is not required to take out insurance for your company.

To protect your new business from unforeseen misfortune, it is highly recommended to examine the possibilities of insuring your risks. For instance, you could take out a business and professional liability insurance. You are, however, obliged to take out health insurance.

Read more about it here .

How to finance your business

You can finance your business with your own capital or with a loan received from another group company or from the bank.

Governmental financial aid

If you’re starting up a business in the Netherlands, you can apply for subsidies and/or schemes.

For more detailed information on requirements and what kind of subsidies and/or schemes exist, please go to this website .

Can you legally set up a business?

If you are an EU citizen, a member of the EEA (European Economic Area) or a Swiss citizen you a free to live and work in the Netherlands. If you are a non-EU citizen, you may need to apply for a work permit. For more information on Visas & Permits, read our comprehensive guide.

What are the different legal forms of companies?

One of the first decisions you need to make is to decide what type of business you are going to set up. The legal form of the company determines your tax obligations and liabilities. Your business should fit into one of these categories:

Sole trader

This means that you are the sole owner of the company and you are entitled to profits from the company. You may or may not have employees. You will pay income tax on the profit.

Limited partnership (Commanditaire Vennootschap - CV)

This is a special type of general partnership where one partner is “active” while the other is “silent”. The “silent” partner can be active in business and yet still be considered a self-employed entrepreneur. Usually the “silent partner” uses their name in the company and contribute funds but bears less risk in the partnership. A written agreement is not needed by law but it is highly recommended that there is some form of signed agreement involved. “Active” partners pay income tax while “silent” partners are taxed on remuneration received.

General Partnership / Partnership under common firm (Vennootschap Onder Firma - VOF)

This is a partnership made up of at least two people who contribute money. Each partner is considered a self-employed entrepreneur. A written agreement is not required by law, but again it is highly recommended.

Private Limited Liability Company (Besloten Vennootschap, BV)

A BV is a company limited by shares (private limited company), whose shares are privately registered. Shareholders are only liable for their own capital contribution. There are no legal requirements for a BV to have substance in the Netherlands. The only legal requirement is that the BV has a registered Dutch address. The minimum capital requirement for a Dutch BV has been abolished per 1 October 2012.

For more information on starting a BV, please go to this website .

For more detailed information on legal forms, read the information on this website .

Registering your trade name

The name you select for your business must be unique to the sector and region where you plan to work. It must also meet the conditions of the Trade Name Act (Handelsnaamwet).

You will have to register your trade name with the Chamber of Commerce (Kamer van Koophandel, KvK). It costs 50€ to register. You are required to register your company in person within the first week of your company opening. In order to do so, you need to book an appointment online .

If you want to register your trade name as a trade mark, you’ll need to register at the Benelux Office for Intellectual Property 

Tax Authorities

Once you’ve completed your registration at the Chamber of Commerce, your business will be automatically registered with the Dutch Tax Authorities (Belastingdienst). When the Dutch Tax Authorities have received the data they will then issue a Value Added Tax (VAT) registration number (BTW nummer). You need a VAT number for sending invoices to your clients and for paying taxes. There are different taxes for each business structure. Some of them are:   

› BTW (VAT)

› Income Tax

› Payroll Tax

› Corporation Tax

For more detailed information on the VAT number and the taxes you have to pay, read the information on this website .

Also if you intend to hire staff, you will need to register as an employer with the Dutch Tax Authorities.

Accounting

Business owners in the Netherlands must keep detailed accounts for up to seven years. The administrative documents include records of invoices, invoices to pay, expenses connected with business activities, income and private use of goods and services.

Insurance

In the Netherlands, it is not required to take out insurance for your company.

To protect your new business from unforeseen misfortune, it is highly recommended to examine the possibilities of insuring your risks. For instance, you could take out a business and professional liability insurance. You are, however, obliged to take out health insurance.

Read more about it here .

How to finance your business

You can finance your business with your own capital or with a loan received from another group company or from the bank.

Governmental financial aid

If you’re starting up a business in the Netherlands, you can apply for subsidies and/or schemes.

For more detailed information on requirements and what kind of subsidies and/or schemes exist, please go to this website .

Further reading

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