Starting a Business in the Netherlands

This table summarizes the procedures and costs associated with setting up a business in Netherlands.

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Standardized company

Legal Form: Besloten Vennootschap (BV)
City: Amsterdam

Registration Requirements Details

Procedure 1.
Deposit the minimum capital required in the bank
Time to complete:
1 day
Cost to complete:
no charge
Name of Agency:
Comment:
Procedure 2.
Check the company name for appropriateness and validity at the Chamber of Commerce.
Time to complete:
3 days
Cost to complete:
EUR 90
Name of Agency:
Comment:
One or two alternative names may be submitted at the same time. The response arrives by mail. The cost may vary among different chambers of commerce.
Procedure 3.
Submit details of the incorporator(s) and first managing director(s) to the Ministry of Justice for approval or “declaration of no objection”
Time to complete:
3 days
Cost to complete:
EUR 91
Name of Agency:
Comment:
Until executing the deed of incorporation, the firm can operate as a BV "in the process of incorporation." The civil law notary cannot execute the deed of incorporation without prior approval of the Ministry of Justice, which is indicated by a declaration of no-objection. The deed also includes the amounts of authorized, issued and paid-up share capital and the names of the incorporators, shareholders, managing directors, and members of the supervisory board. If any of these parties (natural persons or legal entities, in principle apart from members of the supervisory board) are not Dutch citizens, more detailed information is possibly required for the approval. Acquiring a declaration of no-objection from the Ministry of Justice takes from 48 hours (for an urgent application) up to about 2 weeks, depending on the time the Ministry of Justice needs for its investigation of the antecedents of the parties.
Procedure 4.
Draft and sign the company’s deed of incorporation, executed by a civil law notary
Time to complete:
1 day
Cost to complete:
EUR 1,750
Name of Agency:
Comment:
Notary rates are negotiable and can be billed on the basis of an hourly rate, or a fixed fee. This varies between notaries. The deed can be signed with a power of attorney of one of the employees of the notary.
Procedure 5.
Enter the company in the commercial register at the local chamber of commerce and obtain a registration number.
Time to complete:
1 day
Cost to complete:
EUR 123.34
Name of Agency:
Comment:
If the Chamber of Commerce is visited in person, it takes several hours to receive a registration number. If the documents are filed by mail, it takes a week. Membership in the local chamber of commerce is mandatory. Initial and annual fees depend on the number of employees and the authorized share capital of the firm. The initial annual fee for a small firm (fewer than 50 employees and authorized capital of no more than EUR 90.000) is EUR 115.80. A medium-size firm (50–250 employees and authorized capital of EUR 2.5–10 million pays EUR 299.80. A large firm (more than 250 employees and more than EUR 10 million authorized share capital) pays EUR 760.30. The payment of the fee can be in cash, wire transfer, bank draft, and the like. Usually an invoice arrives by mail from the Chamber, and the preferred method of payment is by wire transfer.

After incorporation of the company, the founders of the company are jointly and severally liable for each legal act performed during their management and which binds the company in the period before (a) the registration has been effected and (b) the minimum required capital is paid up. Publication in the Netherlands Official Gazette (Staatscourant) of the first registration and certain subsequent registrations is required and will be made by the Chamber. Companies with more than 50 employees must have a properly constituted workers council. The workers council representatives are entitled to participate in discussions and give advice on important company matters.
Procedure 6.
Register with the local tax authorities (at the same office register for social security authorities)
Time to complete:
1 day
Cost to complete:
no charge
Name of Agency:
Comment:
The registration form can be filed in a day but it will take the tax office 4–6 weeks to provide the required tax numbers. For income tax a separate registration form must be filed and this can also take 4 weeks.