| LLC | PLC | Holding Company | Netherlands Large enterprise | Dutch cooperation | Rep Office | Branch Office | |
|---|---|---|---|---|---|---|---|
| Local Name | Besloten Vennootschap | Naamloze Vennootschap | Besloten Vennootschap | Structuurvennootschap | Coöperatie | Representatief Kantoor | Bijkantoor |
| Company Setup Time | 10 days | 15 days | 10 days | 15 days | 15 days | 15 days | 15 days |
| Bank Account Opening | 5 days | 5 days | 5 days | 5 days | 5 days | 5 days | 5 days |
| Government Grants Available | Yes | Yes | Yes | Yes | Yes | No | No |
| Government Contracts Bidding | Yes | Yes | Yes | Yes | Yes | No | No |
| Limited Liability | Yes | Yes | Yes | Yes | Yes | No | No |
| Client Required to Travel | No | No | No | No | No | No | No |
| Inquiry | Inquiry | Inquiry | Inquiry | Inquiry | Inquiry | Inquiry |
Corporate Structure Explained
Netherlands Limited Liability Company (BV)
- No minimum capital is required in order to establish the LLC. Annual audited financial statements and tax returns must be submitted
- This entity is considered to be resident for tax purposes and therefore the corporation tax is 25% and 19% for net profits below € 200,000.
Netherlands Public Limited Company (NV)
- The share capital amount of EUR 45,000 is a minimum requirement. The organization must submit audited financial statements on an annual basis.
- The PLC is the recommended option for listing the company on the stock exchange
Netherlands Large Enterprise (SV)
- In order to be subject to the large company regime of public limited companies, limited liability companies or cooperatives in the Netherlands must have at least one hundred employees for a period of three consecutive years, at least €16 million in capital issued, install a work council to promote and protect the interests of employees.
- The supervisory board is mandatory for the SV, while it is optional for the medium and small NV / BV. A supervisory board is made up of about 3 members and has the authority to approve certain decisions made by the management board. The changes include: share capital, mergers and takeovers, article of incorporation, assignment of directors ‘ executive members
- In foreign-owned SV subsidiaries, the supervisory board has the authority to approve relevant management decisions. Despite this power, managing directors can not be dismissed or hired. A company must comply with the capital requirements set out above in order to be considered as a foreign-owned SV. The company must also have half of its employees living outside the country.
Netherlands Holding Company
- Under Netherlands law, holding companies are not granted a special tax status. On the other hand, all companies holding shares in both local and foreign subsidiaries are eligible for tax benefits.
- Exemption in participation applies to shares and capital gains on the basis of which the parent company holds at least 5% of the shares in accordance with the criteria followed. The subsidiaries are not held mainly as portfolio investment and if the subsidiaries are subject to a reasonable tax rate in the light of the Dutch standards. Also, less than 50% of the company’s assets must be essentially passive assets.
- In order for a company to have access to tax reductions and DTAs, resident directors are required.
Netherlands IP Holding Company
- The Netherlands contributes to the innovation of companies through the establishment of a tax reduction scheme. Under this plan, a tax rate of 7% applies for profits and losses derived from self-developed intangible assets.
- In order to have access to subsidies and other deductions, Dutch IP holding companies can apply for an R&D declaration. Subsidies include up to 32% of the employment costs associated with the R&D process.
- In order to gain access to innovation incentives, the Netherlands Government needs proof of the existence of staff performing R&D-related roles.
Netherlands Cooperative (Coöperatie)
- The Dutch name of the cooperative must end with B.A (limited liability) or U.A (excluding liability) and must include the word ‘cooperative’.
- Cooperatives have members rather than shareholders. It must have one or more other members who could be individuals or legal entities.
- These cooperatives are not subject to withholding taxes
Netherlands Branch Office (Bijkantoor)
- As a foreign company, the branch office is not a legal entity in that country and therefore has full responsibility for the branch.
- A branches are taxed at a rate of 25% and their profits are treated like any other corporate profits.
- Companies are required to submit annual reports in the Chamber of Commerce’s trade register.
Netherlands Representative Office
- This type of entity is best suited to promote the parent company’s business and to conduct market research. The Office is not authorized to make direct sales within the country thus excluded from corporate tax.