Business structures in the Netherlands

When establishing a business in the Netherlands, selecting the right legal entity and corporate structure is one of the most critical decisions. The chosen legal form determines liability, tax obligations, financing options and operational flexibility. A well-structured business can mitigate risks, attract investors and enhance growth opportunities. Dutch corporate law offers various options, from private limited companies (bv) and public limited companies (nv) to partnerships and holding structures. Making the right choices and implementing a strategic corporate setup lays the foundation for long-term success. 

Key Dutch legal entities/legal forms

The Netherlands provides a variety of corporate structures, each with distinct legal, financial and operational implications. Below is an overview of the most relevant legal entities:   

Legal form Owner Incorporated Minimum capital required 
Eenmanszaak The (sole) person behind the business No No 
Maatschap Partners No  No 
VOF Partners No  No 
CV Management company and silent partnership No  No 
Coöperatie Members Yes No 
OWM – Yes No 
Vereniging – Yes No 
Stichting – Yes No 
BV Shareholders Yes Min. EUR 0,01 
NV Shareholders Yes Min. EUR 45,000 

While foundations (stichtingen) and associations (verenigingen) are typically used for non-profit purposes rather than corporate structuring, they can offer strategic advantages in certain business models, such as  succession planning, or governance flexibility. At Crowe Peak, we advise on when and how these entities can be effectively integrated into your corporate strategy.

Selecting the right legal entity and corporate structure   

The choice of legal entity depends on factors such as liability, governance, tax efficiency and financing needs. Entrepreneurs starting small often begin with a sole proprietorship (eenmanszaak) due to its simplicity, but personal liability can be a drawback. For businesses seeking growth, a private limited company (bv) is the preferred structure due to its flexibility, limited liability and professional image. A bv is commonly used both as an operating company and within a broader corporate structure, such as a holding structure with multiple subsidiaries. Public limited companies (nv) are more suitable for large enterprises, especially those seeking public investment. Corporate structuring also plays a significant role in risk management. Holding structures, where a parent bv owns multiple subsidiaries, can help protect assets by separating operational risks from valuable business components. Strategic structuring ensures financial resilience, legal compliance and a scalable foundation for expansion. 

Understanding the tax implications of Dutch legal entities  

Each legal form has specific tax implications. Sole proprietorships and partnerships are subject to personal income tax on profits, while bv and nv entities pay corporate income tax. For businesses operating internationally, tax structuring becomes even more crucial. Additionally, compliance with the Ultimate Beneficial Owner (UBO) register and other tax reporting obligations is mandatory for certain entities. Seeking professional advice ensures full compliance and optimal tax efficiency.   

Start your business in the Netherlands with confidence

Setting up a business in the Netherlands involves many moving parts, from legal structuring to tax compliance, employment and regulatory registrations. We are here to guide you through every step of the process.

Our end-to-end services include:   

  • Company formation and structuring: Selecting the right legal entity and optimizing your corporate setup.   
  • Regulatory and tax compliance: Managing registrations, tax filings and reporting obligations.   
  • Employment and payroll support: Compliance with Dutch labor laws and social security.   
  • Business licensing and sector-specific approvals: Obtaining the necessary permits for your industry.   
  • Ongoing financial and legal advisory: Helping you stay compliant as your business evolves. 

Get in touch via the contact form to discuss your business setup needs and explore how we can assist with the process or request van initial consult.

Free initial consultation

We offer a free initial consultation to better understand your situation. During this meeting, we will discuss the specifics of setting up your business in the Netherlands and provide guidance on the best approach for your needs. You can easily request an appointment via our contact form.

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