How to Set Up a Company in the Netherlands: A Complete Guide for Foreign Entrepreneurs

How to Set Up a Company in the Netherlands: A Complete Guide for Foreign Entrepreneurs

1. Why the Netherlands?

The Netherlands is one of Europe’s most attractive business hubs. With its central location, excellent infrastructure, competitive tax regime, and highly skilled workforce, it serves as a gateway to the European market of over 450 million consumers.

International companies often choose the Netherlands because of:

• A stable legal system based on civil law.

• Competitive corporate tax rates (19% up to €200,000 and 25.8% above that in 2025).

• An extensive tax treaty network that reduces withholding taxes on dividends, interest, and royalties.

• English-speaking professionals and straightforward procedures for foreign investors.

For most entrepreneurs, the Dutch BV (BeslotenVennootschap) is the preferred legal structure.

2. Step 1: Choose the Right Legal Structure

Before incorporating, you need to decide which entity suits your goals. The most common legal forms are:

• BV (Private Limited Company) – The most popular structure for international entrepreneurs. Flexible, limited liability, and suitable for holding and operating companies.

• NV (Public Limited Company) – Typically for large corporations, especially if going public.

• Stichting (Foundation) – Often used for non-profit, asset protection, or governance structures.

• CV (Limited Partnership) – Flexible partnership for joint ventures or investment structures.

• Coöperatie (Cooperative) – Common for collective businesses, investment funds, or joint ventures.

👉 For most foreign-owned businesses, the BV offers the best mix of credibility, limited liability, and simplicity.

3. Step 2: Incorporate Your BV

The incorporation process is efficient and can often be completed within 5–10 business days.

Requirements:

• Notarial Deed: A Dutch civil law notary drafts and executes the deed of incorporation.

• Articles of Association: The company’s constitution, setting rules for management and shareholders.

• Share Capital: Minimum of €0.01 — practically zero compared to many other countries.

• Business Address: A Dutch registered office address is required.

• Chamber of Commerce (KvK) Registration: Every company must be registered with the Dutch Trade Register.

Foreign shareholders/directors do not need to be Dutch residents. Incorporation can also be done remotely with proper notarized and legalized documents.

4. Step 3: Tax & VAT Registration

Once incorporated, your BV must be registered with the Dutch Tax Authorities.

• Corporate Income Tax (CIT):

o 19% for taxable profits up to €200,000.

o 25.8% for profits above €200,000.

• Value Added Tax (VAT):

o Standard rate: 21%.

o Reduced rate: 9% (food, medicine, books).

o 0% rate: applies to exports and certain international transactions.

• DGA Salary Requirement: If you are the director and shareholder, Dutch tax law requires a customary salary. In 2025, this is set at approx. €56,000 per year, unless exceptions apply.

TAMM Solutions assists with tax registration, VAT setup, and ongoing tax compliance.

5. Step 4: Compliance & Ongoing Obligations

Running a Dutch BV is not only about incorporation. Ongoing compliance is crucial to remain in good standing.

Key requirements include:

• Annual Accounts: Financial statements must be prepared and filed with the Chamber of Commerce.

• Tax Returns: Corporate income tax, VAT, and payroll tax filings.

• Corporate Governance: Board and shareholder resolutions must be properly documented.

• UBO Registration: Ultimate Beneficial Owners must be registered in the UBO Register.

Failure to meet compliance obligations can lead to fines, reputational damage, or director liability.

 

6. Step 5: Immigration & Relocation (Optional)

If you or your employees plan to relocate, you may need immigration assistance.

• Residence & Work Permits: Required for non-EU nationals.

• Highly Skilled Migrant Program: Streamlined process for attracting talent.

• 30% Ruling: A powerful tax benefit allowing 30% of an employee’s gross salary to be paid tax-free for up to 5 years.

TAMM Solutions assists with both corporate migration and individual relocation solutions.

 

7. Step 6: Practical Aspects – Banking & Office

• Bank Account: Dutch banks require thorough KYC checks. Opening an account may take time, especially for international shareholders. TAMM can facilitate introductions and help with preparation.

• Registered Address: Every company must have a Dutch business address. Virtual office solutions are possible but should meet substance requirements if tax planning is involved.

 

8. Why Work with a Corporate Service Provider?

Setting up a company involves legal, tax, compliance, and administrative challenges. For international entrepreneurs, these can be complex and time-consuming.

By working with TAMM Solutions, you benefit from:

• A single point of contact for legal, tax, payroll, and administration.

• Tailored advice for your business goals.

• Confidentiality and professionalism, ensuring compliance with Dutch and EU regulations.

• Support not just at incorporation, but throughout your company’s lifecycle.

 

9. Conclusion

Starting a business in the Netherlands is a smart choice for entrepreneurs aiming to access the European market. With the right guidance, incorporation is a smooth and efficient process — but success depends on ongoing compliance and proper structuring.

At TAMM Solutions, we help international entrepreneurs every step of the way — from incorporation to administration, tax, and immigration.

📩 Contact us today to discuss how we can support your Dutch company setup.