Establishing your business is not a bed of roses, and myriads of complications need to be considered before dipping your toes into setting up a company. This is particularly true if you are a foreigner looking to make your mark in the Netherlands market.
Business complications are one thing, but getting your company established, registered and licensed is a whole other agenda. Suppose you want to set up your business in the Netherlands. You are in for quite a long roller coaster ride. However, getting help from reliable agencies like Intercompany Solutions can smooth the whole procedure.
We’ve got you covered if you want a quick rundown on what things are necessary and what procedures to follow for starting your company. Continue reading to find out the checklist and use it as a general guideline to streamline the process.
Residency / Citizenship Check
As an entrepreneur looking to establish a company in the Netherlands, you first need to get a clear idea of your stay in the country. If you are a foreigner, you need to fulfill a few conditions before moving forward with setting up the business. The first thing you will need to apply for is a provisional residence permit (MVV) and a work permit (TWV).
You can also qualify for the ‘Residence permit for a foreign startup’ if you are an innovative startup that can contribute to the market. Once you have the permits, next comes the bank application and setting up your International Business Bank Account. Check with the banks you want to establish a business account with and fill out the respective details to steer clear of any future hindrances.
Choose a Legal Business Structure
As a business startup in the Netherlands, you must first select a legal business structure. The business structure indicates the ownership and type of company that you aim to register. It also determines your tax obligations and liability factors.
Business owners have multiple options to establish a business in the Netherlands. You can register your company as an innovative startup or a part-time business based on your goals.
As a foreign investor looking to set up a Dutch company, there are three legal business structure options:
Corporate entities
Dutch law distinguishes corporate entities into three categories based on their characteristics and is governed by a specific set of rules. The entities are as follows:
- Public Limited Liability Company, aka, Naamloze vennootschap (NV)
- Private Limited Liability Company, aka, Besloten vennootschap (BV)
- The Dutch Cooperative, aka, coöperatie
A Dutch BV and NV differ in their composition, shares, incorporation, supervisory and board, etc. An entrepreneur can set up a Dutch BV with zero paid US capital. However, an NV demands at least EUR 45,000 as a starting capital by shareholders. However, a coöperatie can be established with two members (not shareholders) and registered with the KVK’s trade register.
Non-corporate entities
The Non-corporate entities in Dutch law are either of the two following:
- Limited Partnership, aka, Commanditaire vennootschap (CV)
- General Partnership, aka, Vennootschap onder firma (VOF)
Both entities have either two or more partners. The partners can be individuals or even legal entities. Compared to corporate entities, non-corporate entities have limited legal requirements to enter into a partnership.
Branch office of a foreign legal entity
If you are a business owner in another part of the world and want to expand your roots in the Netherlands as well, setting up a subsidiary or a branch office is the best option. A subsidiary company is similar to a local Dutch company with its independent structure.
To establish a branch office, you need to register with the Business Register at KVK and the Dutch Tax Administration. The good news is that you don’t need prior government approval as a subsidiary; only registration with the trade register of KVK will suffice.
Based on the scope and nature of the business activities down the road, the Branch/subsidiary may also qualify as a ‘Permanent establishment’ for taxation purposes.
Here is an interesting article to find out more about everything you need to know about setting up a company in the Dutch Market.
Company Registration
Once you are done with finalizing your business structure, the only thing left is the registration process and getting your company renowned to a wide audience. Now, you must complete the required paperwork, beginning with the Chamber of Commerce KVK.
Once you are registered in the KVK’s Business register, they will pass on the details of your company to the Belastingdienst (Dutch Tax & Customs Administration). The Private limited companies and public limited companies will have to register through a civil notary.
If you want to hire staff, another set of registrations is involved that legalizes you as an employer for payroll taxes and social security. This registration is also done through the Dutch Tax and Customs Administration.
Final Thoughts
There you have it! Now that you know some basic steps to set up a company in the Netherlands, take the leap towards your goals and set your roots deep into one of the flourishing markets in the world.
