Netherlands BV (Besloten Vennootschap) – Private Limited Company

Share Capital

The minimum authorised share capital is EUR 0.01 and the share capital can be denominated in any currency.

Classes of Share Available

Registered shares.

Bearer Shares

Not permitted.

Restrictions on Trading

Banking, insurance, assurance, reinsurance, fund management, collective investment schemes, trust management, trusteeship business provision are not permitted.

Registered Office Required

Each Netherlands company must have a Registered Office in the Netherlands.

Directors

A Netherlands company (B.V.) requires a minimum of one director. Director can be of any nationality and need not be a Dutch resident but the majority of directors must be EU residents. Corporate directors are permitted.

Shareholders

Publicly Accessible Records

No.

Nominee Shareholders and Nominee Directors

Allowed.

Location of Meetings of Managers and members

Since 2012 the annual meeting of shareholders can also be held outside the Netherlands. To create some substance it would be good to hold the meeting in the Netherlands though if the other presence in the Netherland is minimal.

Personal Presence Required

No.

Taxation

20% for taxable income up to EUR 200,000 25% for taxable income above EUR 200,000

Dividends are subject to withholding tax at 15%.

Double Taxation Treaty Access

Requirements to File Accounts

Yes.

Requirement to File Annual Return

Yes.

Audit Requirements

There is not a general audit requirement. Smaller companies are not required to have their accounts audited. 

Currency

Euro.

Exchange Control

None.

Language of Name

Latin alphabet.

Restricted Words

Name of a Company

One week.

Netherllands Company Formation Prices (B.V.)

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Netherlands CV (Coóperatieve Vennootschap)- Limited Partnership

Share Capital

Not applicable.

Restrictions on Trading

Banking, insurance, assurance, reinsurance, fund management, collective investment schemes, trust management, trusteeship business provision are not permitted.

Registered Office Required

Each Netherlands company must have a Registered Office in the Netherlands.

Members

A Netherlands company (C.V.) requires a minimum of two members. Member can be of any nationality and need not be a Dutch resident. Corporate members are permitted.

Publicly Accessible Records

No.

Nominee Shareholders and Nominee Directors

Allowed.

Location of Meetings of Directors and Shareholders

Since 2012 the annual meeting of shareholders can also be held outside the Netherlands. To create some substance it would be good to hold the meeting in the Netherlands though if the other presence in the Netherland is minimal.

Personal Presence Required

No.

Taxation

Fiscally Transparent.

Double Taxation Treaty Access

The Netherlands is party to more than 100 double tax treaties

Requirements to File Accounts

Yes.

Requirement to File Annual Return

Yes.

Audit Requirements

There is not a general audit requirement. Smaller companies are not required to have their accounts audited .

Currency

Euro.

Exchange Control

None.

Language of Name

Latin alphabet.

Restricted Words

Words such as “Assurance”, “Bank”, “Building Society”, “Royal”, “Trust Company”, “Trustee Company” etc. will require justification.

Name of a Company

The words “Coóperatieve Vennootschap” or “CV” must be part of the name of every Netherlands company (C.V.).

Time to Incorporate

One week.

Netherlands Company Registration Prices (C.V.)

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