Company Formation in Netherlands

Last updated: April 2026.

The Netherlands hosts more than 450,000 active private limited companies and ranks as the EU's fifth-largest economy. The default vehicle is the Besloten Vennootschap — BV — known since the 2012 Flex-BV reform for its €0.01 minimum share capital and deeply flexible share structure. A BV can be formed with a single shareholder and a single director, neither of whom has to be a Dutch resident. The corporate tax rate is 19% up to €200,000 of profit and 25.8% above, with a dedicated 9% innovation box for qualifying R&D income. Cash-foundation BVs can be notarised by video link, which means a complete formation is possible without travelling to the Netherlands.

We form Dutch BVs and NVs end to end: KVK name clearance, civil-law notary coordination (in person or online), drafting of the deed of incorporation, Handelsregister filing, CIT and VAT registration with the Belastingdienst, UBO filing, and a Dutch business bank introduction. Fixed price. Dutch-qualified counsel. All notary, translation, and registry fees included.

Quick facts	Value
Corporate Income Tax (Vennootschapsbelasting) — up to €200,000	19%
Corporate Income Tax — above €200,000	25.8%
Innovation Box (qualifying R&D income)	9% effective
VAT (BTW)	21% standard / 9% reduced / 0%
VAT small-business scheme (KOR) turnover threshold	€20,000
Minimum share capital (BV)	€0.01
Minimum share capital (NV)	€45,000
Minimum directors / shareholders	1 director, 1 shareholder (can be the same person, can be a non-resident)
Residency requirement	None in law
Standard formation time	3 to 5 business days at KVK; 1 to 2 weeks end to end
Government fees	Included in our packages
Language of filings	Dutch (notarial deed in Dutch; sworn translation on request)
Currency	Euro (EUR)

Why Form a Company in Netherlands

The Netherlands is a holding and operating jurisdiction at the same time. Most EU countries force a choice. Here are four reasons foreign founders keep picking it.

The participation exemption. A Dutch BV holding at least 5% of a subsidiary pays no tax on dividends and capital gains from that subsidiary. No ringfence. No minimum holding period in most cases. The exemption applies worldwide, not just within the EU. This is the single reason more than half of the Fortune 500 operates through a Dutch entity somewhere in the stack.

The innovation box. Qualifying income from self-developed intangible assets is taxed at an effective 9%. The Netherlands is one of a handful of EU countries offering a patent-box style regime that aligns with the OECD modified nexus approach. For software companies, biotech, and R&D-led groups, the combined substance requirement plus 9% rate competes with Ireland's 12.5% headline on the right profit mix.

A flat €0.01 capital threshold and fast formation. Since the Flex-BV reform on 1 October 2012, minimum paid-up capital is one cent. Share classes can carry tailored voting rights, dividend rights, and transfer restrictions. Founders do not need to travel — most cash-foundation BVs can be notarised by video link.

Banking depth and tax treaties. The Dutch banking sector is highly concentrated (ING, ABN AMRO, Rabobank) but deep in international trade finance, and the Netherlands has more than 90 double-tax treaties — one of the densest networks in the world. Combined with no withholding tax on outbound interest or royalties to non-low-tax jurisdictions, the Netherlands remains a first-tier structuring venue despite years of EU anti-avoidance tightening.

The trade-offs: substance expectations are serious, notary involvement makes the formation pricier than Poland or Estonia, and banks still prefer a Dutch-resident director when opening corporate accounts.

For comparable jurisdictions in the region, see Belgium, Luxembourg, and Germany.

Company Types Available in Netherlands

Dutch corporate law recognises several distinct forms. For 95% of cf24 clients the BV is the right answer.

BV (Besloten Vennootschap)

The Dutch equivalent of a private limited company. Limited liability. Minimum share capital of €0.01 since the Flex-BV reform of 2012 — before that the threshold was €18,000. One shareholder and one director are enough. Both can be the same person. Both can be non-residents. Both can be foreign corporate entities. Shares are non-transferable to the public and typically carry pre-emption rights or notarial transfer requirements. A BV requires a notarial deed at incorporation and at every share transfer. Audit is only required above size thresholds (balance sheet > €7.5m, revenue > €15m, 50+ employees — two of three).

NV (Naamloze Vennootschap)

The Dutch public limited company. Minimum share capital €45,000, fully paid at incorporation. Supervisory board optional for small NVs, often mandatory for larger ones. Shares are freely transferable. Use an NV if you plan to list on Euronext Amsterdam or raise from a regulated public market. Most operating subsidiaries of listed groups are still BVs; the NV sits at the top of the holding chain.

Coöperatie (Cooperative)

A cooperative association with legal personality. No minimum share capital. No notarial deed required for admission of members (though the formation deed is notarial). Dutch cooperatives are used in specific structuring contexts — private equity holdings, employee share plans, and some real-estate joint ventures — because dividend distributions to members are exempt from dividend withholding tax in most cross-border scenarios, unlike BV dividends.

CV (Commanditaire vennootschap)

A limited partnership with general partners (unlimited liability) and limited partners (capped exposure). Historically used in fund structures. A CV is typically transparent for Dutch tax purposes, so income flows to the partners. Recent reforms since 2025 tightened the classification rules — most open CVs are now opaque. Niche use.

VOF (Vennootschap onder firma) and Eenmanszaak

General partnership and sole trader. Full personal liability. No separate legal personality for the VOF. Used for small local businesses — not the right vehicle for international structuring.

Branch (Filiaal)

A foreign company's Dutch branch. Not a separate legal entity. The parent's balance sheet and liability extend to the branch. Registered in the KVK Handelsregister and subject to Dutch corporate tax on branch-source income.

Form	Min capital	Liability	Tax	Common use
BV	€0.01	Limited	CIT (19% / 25.8%)	Default — SMEs, holdings, foreign subs
NV	€45,000	Limited	CIT	Listed cos, large unlisted
Coöperatie	None	Limited (members)	CIT	Holding / PE / employee plans
CV	None	Mixed	Transparent or CIT	Funds, niche partnerships
VOF / Eenmanszaak	None	Personal	Personal income tax	Small local businesses
Branch (Filiaal)	n/a	Parent's	CIT on NL-source income	Foreign group presence

Need a company faster? Consider a ready-made Dutch BV — pre-incorporated and transferable in days rather than weeks.

Step-by-Step Formation Process

A standard cash-foundation BV formation follows these steps.

Name clearance at KVK. We confirm the proposed name is available in the Handelsregister and does not clash with an existing trademark. Two or three alternatives is normal. Names containing "bank", "insurance", "university" or certain other protected terms require prior authorisation.

Notary briefing and drafting. A Dutch civil-law notary (notaris) is mandatory. We brief a notary on the shareholding structure, board composition, and any bespoke provisions — drag-along rights, share classes, transfer restrictions. The notary drafts the Akte van oprichting (deed of incorporation) and the articles of association in Dutch.

KYC and shareholder documentation. Every shareholder, director, and UBO provides passport, proof of address, and source-of-funds evidence. Foreign corporate shareholders provide an apostilled certificate of incorporation, register of directors, and UBO declaration. Non-Dutch documents are sworn-translated into Dutch or English (we arrange this).

Notarisation. For a cash-foundation BV the deed can be signed in person at the notary's office in the Netherlands or, since 2022, by video link with a qualified electronic signature. Contribution-in-kind BVs and NVs still require physical attendance in most cases. The notary issues the deed, which is the constitutive act of the BV.

KVK registration and tax IDs. The notary files the BV with the Kamer van Koophandel. The KVK number is issued immediately on filing. The Belastingdienst then issues the CIT identification number (fiscaal nummer) and the VAT identification number (BTW-ID) — typically within 3 to 5 working days of the KVK entry.

UBO registration and bank account. Ultimate beneficial owners are registered with the KVK UBO register (mandatory since 2020). We open a Dutch business bank account — ING, ABN AMRO, Rabobank, or a digital alternative such as bunq — and set up accounting and payroll if employees are onboarded.

End-to-end timeline from a clean KYC file to an operating BV with a bank account is usually 7 to 14 business days. The KVK entry itself lands within 3 to 5 days; the tax IDs come a few days after; the bank typically takes the longest and can extend to three or four weeks for non-resident-controlled companies without a Dutch director.

Required Documents

For each shareholder, director, and ultimate beneficial owner:

Passport or EU national ID — original or apostilled certified copy for non-resident directors signing at distance
Proof of residential address dated within three months (utility bill, bank statement, or government document)
Source-of-funds evidence for share capital above nominal levels
UBO declaration confirming natural persons holding more than 25% of shares or voting rights
Signed director consent and confirmation of fitness to act

For corporate shareholders:

Apostilled certificate of incorporation
Apostilled extract from the commercial register showing current directors
Apostilled articles of association
Board resolution authorising the investment in the Dutch BV
Full group structure chart identifying natural-person UBOs
Sworn Dutch or English translation of non-English documents

You also confirm the registered office address in the Netherlands (we provide one in Amsterdam, Rotterdam, or Eindhoven if you do not have your own), the share capital allocation, the SBI code describing business activities, and the bank's Quick Scan questionnaire if the NFIA route is used.

Costs and Timeline

Dutch formation costs are driven by three variables: whether a standard or tailored notarial deed is used, whether the shareholders are natural persons or corporate entities requiring apostille and translation, and whether any shareholders can be onboarded by video.

Our packages cover full incorporation through a Dutch civil-law notary, KVK filing, CIT and VAT registration, UBO filing, registered office in year one, sworn translations of foreign corporate documents, the director's video-notarisation e-signature, and a business bank account introduction. Contact us for a fixed-price quote — no hourly bills and no extras invoiced later.

Typical timeline from KYC clearance:

Day	Milestone
0	Engagement, KYC submitted
1–3	KYC cleared, articles drafted by notary, translations produced
4	Notarisation (in person or by video)
4–5	KVK Handelsregister entry
5–9	Belastingdienst issues CIT and VAT numbers
6–8	UBO filing completed
7–21	Dutch business bank account opened (variable per bank)

Non-resident-controlled BVs without a Dutch-resident director should allow four weeks for the bank account where a traditional bank is required; a digital bank or EMI can be opened in under a week.

Tax Overview for Dutch Companies

Dutch corporate tax has one of the most quoted regimes in the EU. The headline numbers:

Corporate Income Tax (Vennootschapsbelasting): 19% on taxable profits up to €200,000 and 25.8% on the excess. The rate structure is unchanged for 2026 under the Tax Plan 2026.

Innovation Box: Qualifying income from self-developed intangible assets is effectively taxed at 9%. The regime is aligned with the OECD modified nexus approach and is treated as non-harmful by the EU Code of Conduct Group. Use cases include software, biotech, engineering IP, and qualifying patent income. Eligibility requires an R&D certificate (WBSO) and substantive development activity in the Netherlands.

Participation Exemption: A BV holding at least 5% of the shares in another company pays no Dutch tax on dividends or capital gains from that participation. The exemption applies to EU and non-EU subsidiaries, provided the subsidiary meets a low-tax or motive test. This is the cornerstone of the Dutch holding regime.

VAT (BTW): 21% standard rate. 9% reduced rate on food, books, and certain services. The reduced rate for overnight accommodation was raised to 21% from 1 January 2026 under the Tax Plan 2026. The Kleineondernemersregeling (KOR) — a small-business VAT exemption — is available for turnover below €20,000. Non-resident businesses face no registration threshold and must register from the first taxable supply in the Netherlands.

Withholding Tax: 15% on outbound dividends to non-residents, reduced or eliminated under most of the Netherlands' 90+ double-tax treaties and eliminated for qualifying EU parents under the Parent-Subsidiary Directive. No withholding tax on interest and royalties in the general case. A conditional withholding tax of 25.8% applies to interest, royalty, and certain dividend payments to affiliated companies in designated low-tax jurisdictions or in abusive structures — a targeted anti-avoidance measure introduced progressively from 2021.

E-invoicing: The Netherlands is moving towards mandatory B2B domestic e-invoicing on the Peppol network. The Secretary of Finance confirmed the direction of travel in a March 2026 response to Parliament, with draft legislation expected in public consultation in Q4 2026 and a phased rollout envisaged between 2030 and 2032. Businesses are not yet required to onboard, but early Peppol adoption reduces later migration friction.

Other taxes to know: 0.6% transfer tax on Dutch real estate shares; no stamp duty on share issues; no annual net-worth tax on companies.

Banking for Dutch Companies

Dutch business banking is concentrated around three traditional players and a growing digital tier. Accounts for foreign-owned BVs are routinely opened, but the timeline depends heavily on whether a Dutch-resident director is in place.

ING Bank is the largest Dutch retail and commercial bank, with the most complete SME banking platform in the market. English-language corporate desk available. Foreign-owned BVs are accepted but usually require the director to hold a Dutch BSN or, failing that, to attend a branch in person. ING onboards most cases through the Dutch Banking Association's Quick Scan process for foreign entrepreneurs.

ABN AMRO runs a dedicated international desk and is generally the easiest mainstream bank for cf24 clients introduced through the Netherlands Foreign Investment Agency (NFIA). Under the Quick Scan route, ABN AMRO commits to responding within five working days. Strong in trade finance and treasury services.

Rabobank is a cooperative with deep penetration in agri-food, SME, and mid-market corporate banking. Accepts foreign-owned BVs but demands more evidence of substantive Dutch activity — a local employee, a registered office in use, or a Dutch director. The right bank if the business plan has real Dutch operational content.

Triodos Bank is the Netherlands' sustainable-banking option. Selective client acceptance: businesses need to demonstrate a positive social or environmental impact. Good fit for renewables, impact-investing, and mission-driven ventures. Not the right bank for general trading BVs.

bunq is a Dutch challenger bank with a full banking licence and EU-wide IBAN coverage. Fully remote onboarding, no Dutch residency required, integrated Apple Pay and Google Pay, multi-currency sub-accounts. The fastest route to a live Dutch-IBAN account for non-resident founders.

Wise Business and Revolut Business cover multi-currency receivables, international payouts, and SEPA domestic payments. They do not provide overdraft or lending, so businesses needing credit lines pair a Wise or Revolut account with one of the traditional Dutch banks. Wise holds a Belgian banking licence; both institutions are common supplementary accounts rather than replacements for a Dutch domestic bank.

Frequently Asked Questions

Can a foreigner form a BV in the Netherlands?

Yes. Dutch company law imposes no residency, nationality, or work-permit requirement on shareholders or directors of a BV. A non-resident foreigner can be the sole shareholder and sole director from day one. Incorporation requires a Dutch civil-law notary. Most cash-foundation BVs can be notarised by video link, so no travel to the Netherlands is needed.

How long does it take to register a Dutch BV?

The KVK Handelsregister entry typically lands within 3 to 5 business days after the notarial deed is signed. Tax identification numbers follow within a further 3 to 5 days. End-to-end, from first contact through KYC, drafting, notarisation, KVK registration, tax registrations, and a business bank account opened, the normal timeline is 7 to 14 business days.

What is the minimum share capital for a Dutch BV?

The statutory minimum is €0.01 — one eurocent — following the Flex-BV reform that took effect on 1 October 2012. Before 2012 the threshold was €18,000. For an NV the minimum is €45,000 fully paid at incorporation. Banks may still ask for practical capitalisation beyond the statutory minimum to evidence substance.

What is the corporate tax rate in the Netherlands?

The Dutch corporate income tax rate for 2026 is 19% on taxable profits up to €200,000 and 25.8% on profits above that threshold. Qualifying R&D income falls into the innovation box at an effective 9%. The Tax Plan 2026 confirmed these rates are unchanged from 2025.

Do I need a Dutch-resident director?

No. Dutch company law does not require a resident director. In practice, banks prefer one: opening a corporate account at ING, ABN AMRO, or Rabobank is substantially faster when at least one director holds a Dutch BSN and address. A non-resident-only BV can still open a bank account, typically via bunq, Wise Business, or through the NFIA-backed Quick Scan route at a traditional bank.

What is the participation exemption?

The Dutch participation exemption (deelnemingsvrijstelling) exempts a Dutch BV from corporate tax on dividends and capital gains from qualifying subsidiaries. The shareholding threshold is 5%. The subsidiary must not be a passive low-taxed portfolio investment. The exemption applies globally, not just within the EU, which is the foundation of the Netherlands' position as an international holding jurisdiction.

Does a BV need a Dutch notary?

Yes. A BV can only be incorporated, amended, or dissolved by notarial deed executed by a Dutch civil-law notary. The notary verifies shareholder identity, files the deed with the KVK, and handles the Belastingdienst registrations. Since 2022 most cash-foundation BVs can be notarised by video link rather than in person, which removes the travel requirement for foreign founders.

Get Started — Form Your Netherlands Company

A fixed-price quote in 60 seconds. KVK registration in 3 to 5 business days. Video-notarisation for non-resident founders. Dutch business bank account introduction included.

Call +48 2222 5 2222 or email [email protected] to start. Most Dutch BV formations are complete and operating with a bank account within 14 business days.

Content prepared by Julia Thompson, Corporate Client Service Specialist. Approved by Tomasz Bielski, Managing Director.