What are the specifics of setting up a business in the Netherlands?
The geographical location
The Netherlands has not only an excellent logistical infrastructure but also a perfect geographical location, which makes it the gateway to Europe.
Tax rates in the Netherlands
According to the tax policy, the tax rate is 15% (lower than the European average) on taxable income up to €395,000. If the taxable income is higher than €395,000, the portion above that is taxed at 25.8%, while the portion below €395,000 remains taxed at 15%. The import sales tax is deferred, which can significantly reduce pressure on cash flow.
Choice of the legal form
The besloten vennootschap or bv for short is (a limited liability company), with a minimum share capital of €1, is the most common corporate form in the Netherlands and the preferred legal form for foreign investors and companies looking to expand their business in the Netherlands. Managing directors and shareholders of the bv can be one or more, and the shareholders can be natural persons or companies. Beyond that, there are no special requirements for shareholders. All foreigners are treated equally, regardless of their nationality. The shareholders of the company are liable only for the amount paid in as share capital so that there is a clear separation between the liability of the company and the personal liability of the investor.
Choice of the company address
When choosing a company address for a Dutch company, various factors should be taken into account, such as the company's development model, cooperation with customers or other suppliers, the need for different types of labor, import of products, logistics, warehouses, and distribution channels. We recommend choosing the major Dutch cities as a location. The most important long-term asset for almost all companies is skilled labor, and although the Netherlands has an internationally recognized market for highly skilled labor, it still tends to be concentrated in a few major Dutch cities. This is especially true for the demand for Chinese skilled workers.
Recruitment
Personnel costs in the Netherlands are moderate by European standards, even though Dutch bv companies are not required to hire staff. Therefore, we often recommend that in the early stages of setting up a business, management chooses to run the Dutch company remotely and only hires staff once the business has stabilized and is growing steadily. However, if companies require a local bank account, they will need to hire a local employee as the company manager and tie the bank account to that employee.
Tax matters
In contrast to other EU member states, Dutch companies do not have to pay import VAT immediately when the goods are imported into the EU. Provided that the destination country of the goods is the Netherlands, the payment of VAT can be deferred until the Dutch company submits a regular VAT return. If the destination country of the goods is another EU member state, the VAT can be deferred until the latter.
What is the procedure for registering and establishing a Dutch company from abroad?
Our support for preparations
We will help you prepare all the required documents in advance. These are: Verification of the registered company name, business scope, shareholder structure, share capital, articles of association, power of attorney by a Dutch notary, and documents for opening a bank account and renting office space.
Signature certification
In China, the following documents must be notarized: Power of attorney, declaration of the Anti-Money Laundering Act, and declaration of the ultimate beneficiary of the Chinese company (if the shareholder of the Dutch company is a Chinese company), Passport of the managing director of the Dutch company.
Translation and notarization of shareholder documents
Parallel to step 2: If a Chinese company or individual is a shareholder, the company documents or personal identification documents must be translated into English and notarized. This step must be completed in China.
Remote certification and registration in the Commercial Register
After the Dutch notary receives the approval from the client side, he notarizes the incorporation documents directly. He also submits all the documents notarized in China to the court to complete the registration of the company.
Application for opening a bank account and applying for a tax number.
In order to apply for a corporate account from abroad, you must complete the required Company documents to fill out. These include, for example, the tax number of the company, the VAT, and the EORI.
Meet our experts in business establishment and structuring
Ting Zhao
Key Account Manager
Frankfurt am Main, Germany
Bonan Zhang
Account Manager
Frankfurt am Main, Germany