How to Form an LLC in the Netherlands? : Complete Guide

Quick answer: If you want to know how to form an LLC in the Netherlands, you generally need to establish a Dutch Besloten Vennootschap (BV), the local equivalent of a private limited liability company. The process involves preparing the articles of association, signing a notarial deed of incorporation, registering with the Chamber of Commerce (KvK), and completing the applicable tax registrations. The minimum share capital is €0.01.

The Netherlands is an attractive base for foreign entrepreneurs and businesses expanding into Europe, offering limited liability, a well-established business environment, and access to the European market. This guide explains how to form an LLC in the Netherlands, including the registration process, legal requirements, setup costs, and 2026 corporate tax rates.

What Is a Dutch LLC?

A Dutch LLC, also known as a limited liability company or Besloten Vennootschap (BV) in Dutch, is a popular legal entity for businesses in the Netherlands. Shareholders are provided with limited liability protection, enabling them to protect their assets from any financial obligations or debts incurred by the business.

A BV is an independent legal entity from its shareholders, enabling it to engage in contractual agreements, possess assets, and operate commercial activities under its name. This provides a level of legal protection and flexibility for entrepreneurs looking to establish their business presence in the Netherlands.

Is There an LLC in the Netherlands? (LLC vs BV)

Strictly speaking, the Netherlands does not have an “LLC”, as the term is used in the United States. The closest equivalent is the BV. Like a US LLC, a BV gives its owners limited liability and is a separate legal entity. Unlike a US LLC, a BV is taxed as a corporation and must be formed through a Dutch civil-law notary.

In het Nederlands: een BV is de Nederlandse variant van een LLC: een besloten vennootschap waarbij de aandeelhouders in principe niet persoonlijk aansprakelijk zijn voor de schulden van het bedrijf.

Can you form an LLC in Europe more broadly? There is no single EU-wide LLC. Each country has its own equivalent company type, and in the Netherlands that is the BV.

How to Form an LLC in the Netherlands: Step-by-Step

Forming an LLC in the Netherlands requires a few basic steps. Below is a simplified handbook to help you understand the process:

1. Choose a unique business name

The initial step to start an LLC in the Netherlands is selecting a business name. The chosen name must not already be used by, or be confusingly similar to, another enterprise in the Netherlands. You can verify the availability of your preferred name on the Chamber of Commerce (Kamer van Koophandel) website.

2. Draft the articles of association

The articles of association set out the internal framework and rules of your limited liability company. They contain elements such as the company’s name, registered seat, objective, share capital, and managerial structure, and they must comply with Dutch company law.

3. Appoint a director

Your Dutch LLC must have at least one director who is responsible for managing the company’s affairs. The director can be an individual or a legal entity, and there is no nationality or residency requirement. You should still consider tax residency and banking implications when choosing a director.

4. Sign the deed of incorporation before a notary

A Dutch civil-law notary must execute the notarial deed of incorporation. This is the formal moment your BV comes into existence.

5. Register with the Chamber of Commerce

The civil-law notary usually arranges registration of the Dutch BV in the Netherlands Chamber of Commerce (KvK) Business Register and registers its ultimate beneficial owners (UBOs), as required. Once registration is complete, the company receives a unique KvK number. The notary will explain whether you need to provide any additional documents or information.

6. Register with the Dutch Tax Authority

Following incorporation, the Netherlands Chamber of Commerce notifies the Dutch Tax Administration (Belastingdienst). Depending on the company’s activities, it may receive a VAT identification number and other tax registration details. Businesses that employ staff must also meet applicable payroll tax obligations. Check which registrations and filings apply to your company before starting operations.

7. Open a bank account

Opening a business bank account for your Dutch LLC is crucial. It enables you to keep your personal and business finances separate and ensures compliance with financial regulations. Banks carry out detailed due diligence on foreign-owned companies, so allow extra time.

What Are the Requirements to Register a Dutch LLC?

To register a Dutch LLC (BV), you must meet several legal and administrative requirements. The main requirements are:

• Minimum share capital: A Dutch BV can be established with a minimum share capital of €0.01. However, the company should have sufficient funds to cover its initial expenses and business operations.
• Registered office address: The company must have a registered address in the Netherlands for official correspondence. Whether a virtual or serviced office is suitable depends on the company’s activities and applicable registration, banking, and tax requirements.
• Directors and shareholders: A BV must have at least one director and one shareholder. The same person can hold both roles, and foreign individuals or legal entities can generally participate in ownership and management, subject to applicable requirements.
• Articles of association: These documents define the company’s name, purpose, share structure, and management arrangements. A Dutch civil-law notary prepares them as part of the incorporation process.
• Financial statements and audits: A Dutch BV must prepare annual financial statements and file them with the Chamber of Commerce (KvK). Audit requirements and reporting obligations depend on the company’s size and applicable accounting rules.

Meeting these requirements helps ensure that your Dutch BV is properly established and ready to operate.

Which Dutch Business Structure Is Right for You?

	BV (LLC)	Sole proprietorship (eenmanszaak)	Branch of a foreign company
Liability	Limited to shareholders’ investment	Owner personally liable	Parent company remains liable
Separate legal entity	Yes	No	No
A notarial deed is required	Yes	No	No
Tax	Corporate income tax	Personal income tax	Dutch tax on Dutch-attributable profits
Best for	Founders seeking liability protection, investors, or EU expansion	Small, low-risk solo businesses	Foreign companies testing the market under their existing entity

What Are the Key Benefits of a Dutch LLC?

A Dutch BV offers several advantages for entrepreneurs and international businesses:

1. Limited liability: Shareholders generally have limited liability for company debts, subject to legal exceptions.
2. Flexible management structure: A Dutch BV offers flexibility in how management responsibilities are organised.
3. International credibility: A Dutch BV provides a recognised legal structure for operating in the Netherlands and working with international partners.
4. Tax considerations: The Netherlands offers tax treaties and certain incentives, but eligibility and benefits depend on the company’s circumstances.

How Much Does It Cost to Set Up an LLC in the Netherlands?

The cost of setting up an LLC in the Netherlands can vary depending on several factors. Here are some of the costs to consider:

• Notary fees: A notary is required to draft and execute the deed of incorporation. Notary fees typically range from around €500 to €1,500, depending on the complexity of the company’s structure and requirements.
• Chamber of Commerce registration fee: When registering your Dutch LLC with the Chamber of Commerce, you pay a fixed registration fee. Check the Chamber of Commerce (KvK) website for the current amount before you budget.
• Legal and professional fees: If you seek assistance from legal or professional advisors during the formation process, their fees will add to the overall cost. These fees vary depending on the scope of services provided.
• Share capital: While the minimum required share capital is €0.01, you may choose to invest a higher amount to support your business operations. The share capital can be used for initial expenses such as office rental, equipment, and marketing.
• Other costs: Additional costs may include specific licences or permits, professional translations, accounting, and ongoing compliance requirements.

What Is the Taxation for LLCs in the Netherlands?

In 2026, Dutch BVs pay corporate income tax at 19% on taxable profits up to €200,000 and 25.8% on the portion exceeding €200,000.

For example, a BV with €150,000 in taxable profit would owe €28,500 in corporate income tax, assuming no adjustments or special reliefs.

Other potential tax provisions include:

• Participation exemption: May exempt qualifying dividends and capital gains from qualifying shareholdings.
• Tax treaties: Can help prevent double taxation on cross-border income.
• Innovation box: Provides an effective 9% rate on qualifying innovation profits, subject to eligibility rules.
• R&D incentives: Schemes such as WBSO may reduce eligible research and development costs.

Conclusion

Setting up a Dutch BV is a practical option for entrepreneurs and international businesses looking to establish a presence in the Netherlands. Before registering, consider the incorporation requirements, setup costs, tax obligations, and ongoing compliance responsibilities to determine whether this structure suits your business goals.

Planning to establish a company in the Netherlands? Contact OnDemand International for tailored guidance on company formation, registration requirements, and ongoing compliance.

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