The Netherlands

The Netherland is one of the most reputable jurisdictions with highly stable legal environment. The ownership of a Dutch company is also very prestigious in business and financial world. Holland is widely used for holding of international investments with potential of dividend and royalties’ distribution, in contemplation of capital gains profit and wide tax treaty network.

The Netherland is one of the founding members of European Union, NATO, OECD and WTO with Euro being a legal tender from 2002. Dutch Public Limited Company (NV) and Dutch Private Limited Company (BV) are recommended for international transactions and international trading operations.

Legal formBesloten Vennootschap, BV, Naamlooze vennootschap, NV
LegislationBased on Napoleonic Code
Burgerlijk Wetboek (civil code)
Foundation timeOnce received all required documents from a client, a new BV incorporation takes usually 1 – 2 weeks and documents are delivered within 6 weeks.
ShareholdersMinimum required: 1 (BV and NV)
Form: physical person/corporate body (both possible)
Nationality: Any (Dutch nationality not necessary)
DirectorsMinimum members of managing board required: 1
Minimum members of supervisory board required: 1
Form of managing board: physical person/corporate body (both possible)
Form of supervisory board: only physical person
Nationality of board members: Any (Dutch nationality not necessary)
Other: supervisory board required if certain conditions are met
Share capitalBV: Not specified (1 EUR or other currency), NV: 45,000EUR
Bearer sharesNot allowed (BV) Allowed (NV)
TaxesCorporate income tax rate: 20% - 25%
Withholding tax: withholding taxes on payments of dividends, interest and royalties can be effectively reduced to 0% thanks to the use of double tax treaties
VAT: registration obligatory for companies, tax rates: 0%, 6%, 19%
Other: Filing of annual returns required; extensive network of double tax treaties
AccountancyFiling of accounts required
AuditAudit is obligatory if the following 2 out of 3 conditions are met: 1) asset value more than 4,400,000 EUR 2) net annual turnover more than 8,800,000 EUR 3) average number of employees more than 50
Anonymity and confidentialityThe companies register is publicly accessible
OtherShelf companies: YES (set-up of a new company takes the same time)
Registered office: Must be maintained in the Netherlands
General meetings: convocation obligatory/if certain conditions met can be held anywhere

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