Set up a Company in the Netherlands

The Netherlands has a prosperous and open economy that heavily relies on exterior trade and is characterized by stable industrial relations, unemployment and moderate inflation. Netherlands also has a jurisdiction that allows and more over encourages foreign investments. Setting up a company in Netherlands has a lot of advantages, local and foreign investors being attracted by low taxes, several profitable economic fields and governmental support. The procedure of setting up a company in Netherlands is fairly simple and does not require many administrative procedures or bureaucracy.

Preliminary activities before registering public and private limited companies in The Netherlands

An important step in setting up a company in Netherlands, which must be accomplished prior to registration of a Dutch public and private limited company, is opening a bank account and depositing the minimum capital required.

The minimum share capital that must be deposited for a private limited liability company is only EUR 1, since 2012, and for a public limited liability company there must be deposited a minimum of EUR 45,000 as share capital.

After depositing the share capital and verification, the bank issues a certificate that proves the deposit, being useful in the registration process.

The founders must also be aware of the uniqueness of the chosen name for the new business. In this sense, the name of the company must not used by another company and the founders must check for this. Since 2012 the Chamber of Commerce does not verify the uniqueness of the name, but the founders can check for this on the website provided. This operation is free of charge.

Another important phase in setting up a company in Netherlands consists in notarizing the deed of incorporation. The deed must be signed and drafted by a civil law notary. The costs for this operation vary from each notary, but an average cost rises to EUR 1,750.

Registering the private and public limited companies with the Commercial Register at the local Chamber of Commerce

For the registration with the Chamber of Commerce, the founders have three options: either by going directly to the Chamber of Commerce, either by applying online, either by submitting an application via regular mail. When the application is submitted in physical form, the registration number is issued within a week, while for an online application the registration number is issued in few hours.

The application must contain certified copies of the deed of incorporation and the certificate issued by the bank for proving that the minimum capital has been deposited.

When the registration number is provided, the Chamber of Commerce performs the operation of publication in the Netherlands Official Gazette (Staatscourant).

Entrepreneurs willing to set up a company in Netherlands and hire more than 50 employees must be aware that the company must have properly constituted workers council.

Registering with the local tax authorities in The Netherlands

A private or public limited company in The Netherlands must obtain a tax number, which can be accomplished by submitting a registration form at the local tax authorities. The entrepreneurs must submit a separate registration form for income tax. The forms are obtained at the local tax authorities, or on official websites, and consist mostly of the company's and member's information.

Setting up a Dutch company from abroad

Advantageous geographical position, coupled with a stimulating tax system, place Netherlands in the top 10 of favorite destinations foreign investors.

In setting up a company in Netherlands, foreign investors must obey the same rules available for national entrepreneurs. By this ruling, the government ensures equal and non-discriminatory treatment for foreign investors willing to set up a company in Netherlands. The investors from abroad do not need to be present in the incorporation procedure, due to the incorporation option available in electronic form. Thus, the entire procedure for setting up a company in Netherlands by a foreign investor is no different from the one applied for a domestic founder.

The branches of foreign companies can be opened here in the same period of time as the resident companies. However, this business forms require capital from the foreign company and have no legal personality.

How long does it take to found a Dutch company?

A company in Netherlands can be incorporated in a short period of time, of only one working week, being much shorter than the registration of a company in another European country. This timeframe can be extended when the documents are not properly submitted. Most investors, especially foreign ones, prefer to benefit from legal expert advice by hiring a lawyer. 

BridgeWest offers company formation in Netherlands, including virtual office and other related services.