Business entities

In the Netherlands a foreign individual or foreign company should be able to operate a business directly in person or via an established entity (or via a branch). There are many legal forms to shape your activities in. For example there are Dutch entities which need incorporation first. Nevertheless there are also forms available which are more flexible, less expensive and which do not need formal incorporation. 

A nice to know is that most of our customers operate via (1) as a sole trader c.q. eenmanszaak or (2) via a limited company. For foreigners there are no specific restrictions in place to start a business in the Netherlands.

Legal personality

The Dutch equivalent of a limited liability company - a Besloten Vennootschap or abbreviated a B.V. – needs to be incorporated and has full legal personality (same goes for the N.V. which is the public version of a B.V.) Most likely the B.V. is the most used form for doing business in the Netherlands. Principally a legal entity is used to steer away from most personal liabilities to the extent possible. 

For non-profit activities other forms are also available, such as the foundation (Stichting), an association (Vereniging) or a even a cooperative (Cooperatie). In order to establish such a legal entity the involvement of a public notary is required, including a registration in the Commercial Trade Register (via the Chamber of Commerce).

If you wish we can coordinate the establishment of your company in order to make sure that you’re well-served and do not overpay for standard work. 

Personally liable

Other common forms without any legal personality are those for a sole trader (Eenmanszaak), partnerships (V.O.F., Maatschap or C.V.). With such business form, the owners are at all times personally liable for the obligations of the entity. Often these forms are flexible and still very suitable depending on the nature of the business you are in. 

When you consider to start a business it is good to bear in mind that it is not always necessary to establish a company such as a B.V. right away. We can help you to decide on your how-to-start.

Business structures

Business structures come with and without corporate (legal) personality. 

Business structures without corporate (legal) personality are:

  • Sole proprietor or sole trader (eenmanszaak)
  • General partnership (vof or vennootschap onder firma)
  • Professional partnership (maatschap)
  • Limited partnership (cv or commanditaire vennootschap)
Legal structures with corporate (legal) personality are:
  • Private limited company (bv or besloten vennootschap)
  • Public limited company (nv or naamloze vennootschap)
  • Cooperative (coöperatie)
  • Association (vereniging)
  • Foundation (stichting)
When you set up a legal structure with legal personality, a civil law notary has to draw up the relevant papers, including your registration at the Netherlands Chamber of Commerce (KVK). If you choose a business structure without legal personality, you will be personally liable for the debt of your company, with your private capital. This is usually not the case for a legal structure with legal personality.

Blue Umbrella for Dutch tax matters

Living and working in the Netherlands for a time? We can help you with your Dutch taxes, so you don't have to deal with the Belastingdienst yourself. Whether you're employed or have a small business, we'll make your life easier and save you money.

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