Netherlands Company Registration – Remote Incorporation
Are you a company owner searching for the ideal location to launch and expand your enterprise in the European Union? If so, establishing a company in the Netherlands is among your finest options for the growth of your business. This is because the Netherlands has been ranked in the 4th position as per Forbes list of best countries for business.
However, this is not the only reason for considering registering a company in the Netherlands, there are numerous other reasons such as the Netherlands has the largest seaport in Europe which is located in Rotterdam and has the 4th biggest airport in the European Union which makes it simpler for entrepreneurs to have quick access to many European nations.
Additionally, the Netherlands has been ranked in first place in the EF English Proficiency Index. The Netherlands has developed infrastructure that facilitates global trade and draws foreign investors to register a Dutch company.
If you are considering Netherlands company formation, then this article will briefly go over the procedures for the same. It will go into more detail about the paperwork, advantages, and requirements that must be met for company registration in the Netherlands.
Why Register a Company in the Netherlands?
- One of the reasons you should consider Dutch company registration is because the Netherlands has one of the lowest corporate income tax rates of 19% to 25.8% in the EU.
- It is the EU’s most dynamic centre for investment and trade.
- The Netherlands holds a top position in the EF English Proficiency Index.
- The Netherlands has one of the largest seaport in Europe, the Rotterdam Port which makes registering a company in Rotterdam an ideal choice for your business expansion.
- Additionally, it boasts the fourth-largest freight airport in Europe.
- According to the IMC Competitive Index report, the Netherlands has the fifth most competitive economy in the world.
- Regarding the world’s largest economy, the Netherlands is ranked among the top 20.
Procedure for Company Registration in the Netherlands
Here is the process of Dutch Company Formation:
- Verify the availability of the company name and submit an application for Dutch business name registration.
- Select the type of business structure in the Netherlands you wish to incorporate.
- Collect all the required documents for Dutch business registration
- Draft the Deed of Incorporation of the company
- Proceed with Dutch company formation with the commercial registry in the Netherlands
- Complete registrations for employers and taxation in the Netherlands
- Acquire the required Netherlands business permits and licenses
- Open a corporate bank account to manage the business finances.
Step-By-Step Procedure for Netherlands Company Registration
If you are looking to register a company in the Netherlands, then this section will cover the step-by-step procedure for Netherlands company registration.
Here is a step-by-step process of Dutch company formation:
Step 1: Select the Legal Structure
Step 2: Choose a Business Name
After selecting the business structure, the next step involves choosing a name for your business. The name of your proposed entity should be unique, relevant, and appropriate. You need to ensure that the services advertised via your business name are the ones that you provide.
Once the name is finalized, we check with the local Chamber of Commerce unit for the availability of the name. If available, we submit an application for Dutch business name registration.
Step 2: Prepare necessary documentation
Gather the necessary documentation for Dutch company registration, such as the name reservation application, share capital details, application form, articles of association and other necessary documentation.
Our experts can assist you gather all the required documents needed to register your business in the Netherlands. We can further help you notarize the documents.
Step 3: Submit the application to Chamber of Commerce
Once the documents are notarized, you need to fill out Form 8 and submit the formal Dutch business registration application to the Chamber of Commerce of the city.
Step 4: Tax Registration
Once the company is registered, you need to submit an application for tax and VAT registration with the Tax Administration. You can also file for Employer Registration at the same time.
Step 5: Opening a Corporate Bank Account
The next step is to open a bank account for your company in order to manage your business finances. As soon as the bank account is opened, you need to deposit the initial share capital of the company. Some banks also allow you to open online bank account in the Netherlands.
At OnDemand International, our business experts will set up your business in the Netherlands within a period of 3 weeks. In addition to that, you will not be required to visit the Netherlands to complete any formalities as our team will do the necessary legal work for you.
Documents Required For Dutch Company Formation
The following documents are essential to register a company in the Netherlands:
- License approval and name reservation application.
- Copies of the current trade license.
- Details about the company business area.
- Form for business registration that has been completed.
- Power of attorney granted to the firm’s director or supervisor.
- Share capital details.
- Memorandum of Association & Articles of Association of the company.
- Board Resolution for employing the Director or the executives.
Eligibility Requirement to Register a Company in the Netherlands
The following qualifying requirements must be met in order to register a Dutch company:
| Criteria | Requirements |
| Paid Up Capital | 1 Euro |
| Shareholder | Minimum 1 |
| Foreign Director | Minimum 1 |
| Local Registered Address | Mandatory (Virtual/Physical) |
| Preferable Type of Company | BV (Besloten Vennootchap) |
1. Minimum one shareholder
For a limited company, a minimum of 1 shareholder is necessary to register a company in the Netherlands.
2. Minimum capital requirement of at least EUR1
With a share capital of EUR1, an LTD Company can be formed in the Netherlands.
3. Minimum one director
A minimum of one director from any nationality is required to form a company in the Netherlands. Also, a local Dutch director is not necessary for company setup in the Netherlands.
4. Registered Address
A registered company address is required for company formation Netherlands.
Types of Companies in The Netherlands
There are a variety of Dutch company types that can be formed in the nation. Before you begin with the Netherlands Company Registration process, it is important to identify the best structure for your business.
Here are the different Dutch company types that can be incorporated in the country:
| Type of Income | Features |
| Sole trader / Proprietorship | It is a legal structure without a legal personality. The proprietor is liable for the company and its finances and debts. Only one sole proprietorship can be opened by you. You need to maintain financial records for your business. |
| B.V. or Private Limited Company | A Dutch B.V. is similar to a private limited company. You need to hire the services of a civil/law notary for registering your company and maintaining financial records as per the prevalent laws. |
| General Partnership or VOF | A minimum of two people can work together under a common entity name. Every person will be a partner. The partnership is not a legal entity. Hence, partners are liable for the debts of the partnership. VAT is liable to be paid. |
| Cooperative | You can start a business cooperative or an entrepreneurs cooperative. A cooperative needs at least one partner. It needs to be registered in the Dutch Company Register via a deed drafted by a civil-law notary. |
| Limited Partnership or C.V. | It has at least two partners – a managing partner and a limited partner. It is not a legal entity but needs to be listed in the Commercial Register handled by the Chamber of Commerce. |
| Foundation | This is a not-for-profit entity. A Foundation has a board but no shareholders or members. You need to draft a deed via a civil-law notary listing its statutes. |
| Association | This is also a not-for-profit entity. It has at least two members. There are two types of Associations in the Netherlands – Association with Full Legal Capacity and Association with Limited Legal Capacity. You need to list your Association in the Commercial Register. |
| Public Limited Company or N.V. | This is a large company, limited by shares, and has several directors. NVs that trade on the stock market have to adhere to the Dutch Corporate Governance Code. The NV needs to be registered in the Dutch Commercial Register. |
| Branch Office | International businesses can open a branch office in the Netherlands. The branch office in the Netherlands does not need to be registered as a separate legal entity but has to be listed in the Dutch Commercial Register. |
| Dutch subsidiary | Two of the most widely-used structures for Dutch subsidiary formation are the public company (NV) or a private limited liability business (BV). Because it is separate from its parent corporation, it has total authority over management and decision-making in the organization. |
Advantages of Dutch Company Formation
The following benefits of Dutch company formation are:
- One of the lowest tax rates in the EU, currently set at 19% for income up to €200,000 and going up to 25% for higher-income brackets.
- Value Added Tax not charged for transaction with other EU member states
- Ranks among the top ten countries for business around the world
- An English-speaking population (93%)
- Highest number of double-tax treaties in the world
- One of the most competitive and innovative economies in Europe
- The founding member of the European Union
- Availability of a highly educated workforce and ranks third globally in terms of education levels.
- The government provides various incentives to foreign entrepreneurs and minimizes its intervention in foreign investment within the country.
- The high-speed railways systems in Netherland make transportation quite convenient. Rotterdam is the largest seaport in the EU. Due to this, there is the ease of conducting commercial trade in areas related to fisheries and cargo goods.
- Does not need to go through an annual audit if the following conditions are met
If the business’s annual turnover is below EUR 8.80 million and the firm employs fewer than 50 individuals.
Government Bodies Involved In The Netherlands Company Formation
| Aspect | Features |
| Tax Advantages | Low Tax Rates |
| Holding | 100 % ownership of a company |
| Internationally Recognized | International Reputation |
| Timeline | 30 to 35 working days for company setup |
| Ease of incorporation | 100% Remote Process |
The following government bodies will be involved in the Netherlands company registration process:
- The Dutch Notary
- Dutch Chamber of Commerce or KvK (Kamer van Koophandel)
- The IND (Immigration Office)
- The Dutch Tax & Customs Administration
- City Council for a BSN (if needed)
Compliances For Companies Incorporated In The Netherlands
While every company has to comply with the Dutch laws, there are certain corporate compliances to keep in mind:
- Shareholder meetings must be conducted at least once a year
- Depending on the legal structure registered by you, there might be a requirement to conduct Board Meetings
- In the Netherlands, all companies must file annual tax returns with the authorities
- Within eight days of incorporation, your company needs to be registered with the Dutch Trade Register
Taxation Structure in the Netherlands
The Netherlands Ministry of Finance governs the Dutch Tax Office. You will be subject to taxation in the Netherlands on your wealth, assets, and income. A company registered in the Netherlands is liable to pay Corporate Income Tax (CIT) on its worldwide income with certain exemptions.
1. Corporate Income Tax (CIT) Rates:
- For taxable income up to €200,000, the CIT rate is 19%, offering a competitive edge for startups and small to medium-sized enterprises (SMEs).
- For taxable income above €200,000, the CIT rate is 25.8%, keeping it in line with European standards.
2. Special Tax Regimes:
- Innovation Box Regime: Profits from self-developed intangible assets, such as patents or R&D innovations, are taxed at an effective rate of just 9%. This is a massive incentive for tech, biotech, and other innovation-driven sectors.
- Tonnage Tax Regime: For shipping companies, the special tonnage regime reduces the tax burden significantly, promoting growth in the maritime sector.
3. Fiscal Investment Funds (FIFs):
If your company distributes profits to shareholders within 8 months of the year-end, you could enjoy a 0% CIT rate on those earnings.
4. VAT rates in the Netherlands:
The VAT system in the Netherlands caters to a wide range of industries with three distinct rates:
- 0%: For exports and certain international services.
- 9%: For essential products and services such as food, medicines, and books.
- 21%: The standard rate for most goods and services.
Tax Calendar in The Netherlands
You need to file corporate tax returns annually. The last date for filing returns is five months after the end of the fiscal year. While a fiscal year is usually the same as the calendar year, there are deviations available from this.
You can choose to file your VAT returns monthly, quarterly, or annually.
- Monthly VAT returns are due within two months of the end of the month
- Quarterly VAT returns are due within two months of the end of the quarter
- Annual VAT returns are due within three months of the end of the fiscal year
The return period for payroll tax is based on how you pay your employees.
Cost To Incorporate a Company in The Netherlands
When starting a business in the Netherlands, the general cost to incorporation is around 4000-6000 euros which comprises numerous services such as company registration, name reservation, preparing the articles of association, assistance with opening a bank account and numerous other services.
Speak with our business formation experts to register your business in the Netherlands today and get complete assistance in your business setup.
Speak with an Expert
Book free end-to-end expert consultation with OnDemand International business experts
Contact Us
Conclusion
The Netherlands, one of the founding members of the EU, is regarded as an excellent location for starting a business. Over the years, the country has established itself and has presented a strong reputation in the world of trade and commerce. The well-educated and skilled population of the Netherlands provides businesses with a desirable labor pool. Additionally, the Netherlands has a secure corporate environment as the country ranks among the top ten countries with the lowest levels of corruption worldwide.
If you wish to register a company in the Netherlands, you can reach out to our business expansion experts at OnDemand International. Our team of experts will assist you with all the necessary details required for company registration in the Netherlands. Contact us today for company formation in the Netherlands.
FAQ’s
According to the search results, the company formation procedure in the Netherlands can be completed within 48 hours. The typical timeline is:
- Receiving documents from clients and filing company formation forms: 1 day
- Verification and authentication of the documents: 1 day
- Drafting documents for company formation: same day
- Registering the company in the Chamber of Commerce: same day
- Obtaining tax identification number: 1 day
- Application for an opening bank account: same day
- Application for a VAT number: 1 day
So the full process can be completed within 5 working days, though the time may vary depending on the specific requirements and documentation.
No, a minimum of one director from any nationality is required to form a company in the Netherlands. A local Dutch director is not necessary for company setup in the Netherlands.
The minimum capital requirement to register a company in the Netherlands is only €1. The search results state that “With a share capital of EUR1, an LTD Company can be formed in the Netherlands.”
The minimum capital requirement to form a company in the Netherlands is only €1. Beyond this, the typical cost to form a BV (private limited company) entity in the Netherlands is around €4,500-€5,500, based on various other factors loke bank account opening, virtual office space etc.
Yes, it is possible to establish a company in the Netherlands remotely without having to physically visit the country with the help of our experts from OnDemand International.
There are several factors that make the Netherlands an attractive location for setting up a business:
- Stable and competitive economy
- Liberal trade and investment policies
- Strong entrepreneurial skills and industry standards
- High quality infrastructure, including large airports and harbors
- Efficient tax system
- Government incentives for foreign entrepreneurs
- Skilled and diverse workforce
