Setting up a business in the Netherlands is no easy task, steps need to be fulfilled and regulations are to be complied with. This page hopes to make this process a little easier and hopefully more enjoyable.
At the moment, you may have no clue where to begin, let’s start at the beginning.
Your starting point for setting up a business in the Netherlands is dependent on your current situation.
If you are employed and wish to stay employed whilst setting up your business in the Netherlands you will need to consult your employment contract. There may be arrangements that will prevent you from starting a business. If you plan on leaving your occupation you are not on safe ground yet, there may be a non-compete clause requiring your consideration. Persons such as students and individuals with an occupational disability may be able to benefit from special benefits, research and find out.
Whereas, if you are planning to introduce an already existing foreign legal entity into the Netherlands, you do not need to convert it to a Dutch legal entity and therefore this page will be of less relevance to you. The easiest route will be to introduce it as a branch of the foreign entity.
Now that we have established where you stand and where to begin, let’s start looking at the process.
When setting up a business in the Netherlands, there are three main aspects which will require your attention.
Citizens of a member state of the EU, the EEA and Swiss citizens enjoy the same rights as a Dutch citizen in relation to starting a business and are therefore free to start a business of their own in the Netherlands.
If this does not apply to you, registration at Dutch Immigration Services (IND) is necessary. A permit to start a business will be granted by guidance of the following conditions, whether you are qualified to run a business, by reviewing the business plan and whether your business will contribute to the Dutch economy.
Selecting the right legal form in the Netherlands is crucial to your business’ success. There are two categories of legal forms to choose from, limited liability and non-limited liability. The crucial difference rests in the fact that a non-limited liability company does not make a distinction between your private or business assets. In case of bankruptcy, your business assets as well as your private assets are at risk of being seized. Limited liability is therefore often preferred, but it is attached to higher maintenance and costs. Below you will find a brief description of all the legal forms.
Limited liability legal forms exist of the following four:
Non-limited liability legal forms exist of the following four:
Once the company is registered at the Dutch Tax Administration and the Dutch commercial register, the respective authorities will issue a VAT number which is used for tax deductions and a company registration number used for outgoing invoices and mail. The registration can take place anywhere from one week before the business is started. In order to register our business at the commercial register you will need a trade name that does not infringe the trade name rights of others.
As you are setting up your business in the Netherlands, there are several other matters you will be confronted with throughout the process.
It is sensible to keep these matters in mind and to start thinking about them as soon as possible: