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Netherlands Business Setup Requirements

Updated:2018-4-4 14:36:59    Source:www.tannet-group.comViews:136

Netherlands business setup requirements should be learned by any investor who wants to invest in this country. In the Netherlands, registration in the Trade Register is compulsory for every company and almost every single entity. The Netherlands Chamber of Commerce (KvK) is the National Registry of the Netherlands. There are currently 2 million entities in the Dutch Business Register, which include Companies, Foundations and Associations. Kindly note that incorporation can be done remotely. Client then gives a Power of Attorney to the Notary is OK.

Substance Requirements
1. Company Member
A Dutch BV can have only foreign directors and shareholders. However, in order to avoid dual residency issues, it is generally required (for tax purposes) that the BV has a certain substance in the Netherlands. A Dutch registered address and Dutch board members are usually considered the minimum from a Dutch tax perspective. However, pure operative companies with (Dutch) employees are generally considered to have sufficient substance. However, in case you require Dutch based directors we can introduce you to a Trust company.

2. Registered Capital
Minimal capital requirement of EUR 1,00. No other assets required during set up/later on.

3. Registered Address
The BV will need an office address in the Netherlands. If you don’t want to set up an actual office right away, this can be a “campus” office. It will in any case be required that you provide a letter from the property owner conforming that the BV will be allowed to rent an office there.

Information Required
We are required by law to obtain assurance on the identity of clients and the nature of the transactions which the clients are involved in. Similar rules are imposed on other Dutch service providers like, public notaries and banks.

The main purpose of these regulations is to safeguard the integrity of the Dutch financial sector and to prevent any involvement in money laundering and financing of terrorist and other illegal activities. Under the applicable regulations we are required to have certain information and documentation in our files regarding a client’s entity, the corporate structure to which the entity belongs and its principals.

According to Dutch law, the client need to provide the following information :
- The identity of natural persons or representative(s) of legal entities not being Dutch residents is determined on the basis of certified copies of the passports of those persons. These certified copies of the passports have to be apostilled according to the Convention of The Hague of 5 October 1961; 

- Foreign legal entities must be identified on the basis of a certified excerpt (no older than one month) from the official Register of the state in which that legal entity has its registered office. The extract has to be apostilled according to the Convention of The Hague of 5 October 1961;

- In case no extract is available please send a legalised copy of the certificate of incorporation with apostille and a legalized copy of the Articles of Association with apostille;

- An organization structure chart (the natural person who holds more than 25% in directly or indirectly in the Dutch company to be incorporated should send us a legalized copy of their passport with apostille as well as a proof of address: e.g. copy utility bill).

Contact Us
If you have further inquires, please do not hesitate to contact Tannet at anytime, anywhere by simply visiting Tannet’s website, or calling Hong Kong hotline at 852-27826888 or China hotline at 86-755-82143422, or emailing to You are also welcome to visit our office situated in 16/F, Taiyangdao Bldg 2020, Dongmen Rd South, Luohu, Shenzhen, China.

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