Types of Dutch Business Structure
Setting up a non-limited liability company is easier and cheaper (for example in terms of maintenance). However, as described above, the personal assets of you and your family will be on the line if you go bankrupt or are sued. You don’t have this risk is with a limited liability company. The most commonly used entities are the Eenmanszaak and the ‘B.V.’. These days, many people work as a self-employed entrepreneur or freelancer in their field. These people are also called ‘ZZP’ers’ (zelfstandige zonder personeel'or self-employed without staff).
The partners in a CV or VOF may be (foreign) legal entities or private persons or a combination of these types. The Dutch Revenue Agency usually considers a CV or VOF to be transparent taxwise. This means that the partners in a CV or VOF are taxed for their share in the result. Dutch legislation does not require a CV and VOF to have Articles, it is however strongly recommended to make Articles regulating the cooperation between the partners. In some cases foreign companies engage in operations the Netherlands with a Dutch business partners using the CV or VOF construction.
Carries limited liability for its shareholders; Starting up losses will likely not be tax deductible for its shareholders; Corporate tax is levied on its worldwide income (tax treaties eliminate double taxation); Profit distributions are taxed with dividend withholding tax; EU parent-daughter directive and tax treaties usually provide exemption; At least one director; Financial statements filing requirements are applicable (limited version once per year).
Limited liability companies (B.V., N.V.) are more complex to start then non-limited liability companies (Eenmanszaak, VOF), since you form a corporation together with a Dutch notary. Consulting a Dutch tax expert is recommended if you would to set up a limited business.