StartupGrants India

Netherlands Company Registration (BV)

Incorporate a Besloten Vennootschap in the Netherlands

Validity: Perpetual existence subject to annual filings

What is Netherlands Company Registration (BV)?

A Netherlands Besloten Vennootschap, commonly known as a BV, is the Dutch equivalent of a private limited company and is among the most favoured structures for European holding companies, technology ventures, and international businesses.

The Besloten Vennootschap, abbreviated as BV, is the primary private company structure in the Netherlands governed by Book 2 of the Dutch Civil Code. It is registered with the Netherlands Chamber of Commerce (KvK). The Netherlands offers double taxation avoidance agreements with over ninety countries, including India, and the Dutch participation exemption provides significant tax efficiency for holding structures.

Who Needs Netherlands Company Registration (BV)?

Indian founders setting up European holding companies, technology and SaaS companies targeting EU markets, entrepreneurs seeking access to the Netherlands extensive double taxation treaty network.

What's Included

  • Gateway to the European Union single market
  • Dutch participation exemption provides tax efficiency for holding structures
  • Extensive double taxation treaty network covering over ninety countries
  • No minimum share capital requirement since the Flex BV reform of 2012
  • Highly respected jurisdiction with transparent and stable legal framework
  • English widely used in Dutch regulatory and business environment

⚠️ Penalty for Non-Compliance

Non-compliance with Reserve Bank of India Annual Performance Report obligations under the Foreign Exchange Management Act 1999 can attract penalties up to three times the amount involved or three hundred thousand rupees, whichever is higher.

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How It Works

  1. 1

    Name Availability and Pre-Incorporation Planning

    Verify the proposed BV name is available with the KvK and conduct preliminary structuring.

  2. 2

    Engage Dutch Civil-Law Notary

    Appoint a Dutch civil-law notary who will draft the deed of incorporation and articles of association in Dutch.

  3. 3

    Notarial Deed of Incorporation

    The notary executes the deed of incorporation, which constitutes the BV as a legal entity.

  4. 4

    Registration with Kamer van Koophandel

    The notary registers the BV with the KvK, which issues the KvK registration number.

  5. 5

    Tax Registration

    Register the BV with the Dutch Tax and Customs Administration for Corporate Income Tax.

  6. 6

    UBO Register Filing and Bank Account Opening

    Register the Ultimate Beneficial Owners in the Dutch UBO register and open a Dutch business bank account.

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Documents Required

Items marked Required are mandatory; others are situational.

Identity and Address Documents

  • Notarised or apostilled passport copy of each director and shareholderRequired
  • Proof of residential address (not older than three months)Required
  • Indian PAN card of Indian resident foundersRequired

Post-Incorporation Compliance

  • UBO register filing completed with KvKRequired
  • Authorised dealer bank in India informed of overseas investmentRequired

Ongoing Filing Obligations

  • Annual accounts filed with the KvKRequired
  • Corporate income tax return filed with the Dutch Tax and Customs AdministrationRequired
  • UBO register kept current on any beneficial-ownership changeRequired
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Fees & Pricing

Government Fees

Kamer van Koophandel Registration Fee

One-time registration fee

EUR 75 (approximately INR 6,700)

UBO Register Filing

Included in the KvK registration process

No separate fee

Notarial Fees

Dutch Civil-Law Notary Fee for Deed of Incorporation

Mandatory under Dutch law

EUR 700 to EUR 1,500 (approximately INR 62,000 to INR 1,33,000)

Professional Fees

Incorporation Advisory and Document Coordination

Quoted on review of your specific case

Varies

* Government fees may vary. GST applicable on professional fees. Final pricing confirmed after review.

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Frequently Asked Questions

Why do Indian founders choose the Netherlands for European incorporation?

The Netherlands is chosen primarily for its participation exemption regime, extensive DTAA network (90+ countries), and English-proficient regulatory environment.

Is a notary mandatory for Dutch BV incorporation?

Yes, the execution of the deed of incorporation before a Dutch civil-law notary is a mandatory legal requirement under Book 2 of the Dutch Civil Code.

How long does Dutch BV incorporation take?

Once the civil-law notary has prepared the deed and the founders have signed, incorporation is typically completed within a few business days, since the notary handles KvK registration directly after execution.

Can I incorporate a Dutch BV without visiting the Netherlands?

Yes, many Dutch notaries allow incorporation via a power of attorney, so founders can execute the deed remotely without travelling to the Netherlands, though the notary will still conduct identity verification.

Is there a minimum share capital for a Dutch BV?

No — since the 2012 Flex-BV reform, Dutch law no longer requires a minimum share capital for a BV, which can be incorporated with as little as EUR 0.01 in share capital.

What ongoing filings does a Dutch BV need to make?

A Dutch BV must file annual accounts with the KvK, file corporate income tax returns with the Dutch Tax and Customs Administration, and keep its UBO register filing current whenever beneficial ownership changes.

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Netherlands Company Registration (BV)

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