Setting Up in the Netherlands (Part 1)
How to Register your Business

Before you can open an office, hire an employee or even make a single sale – You need to make your business “official” in the Netherlands. The official work of setting up a business in the Netherlands involves two bodies: The Kamer van Koophandel (KvK) and the Belastingdienst.  Once your residence permit and work visa has been arranged, you’ll be able to enter the country and begin to build the business of your dreams.

This article is the first in a series to help foreign businesses set up in the Netherlands. We have also written an article specifically for Chinese businesses and HR teams from our China Desk. We recommend you continue your research on the official site of the KvK – business.gov.nl – for more in-depth information (in English).

Who are the KvK and Belastingdienst?

The ‘Kamer van Koophandel’ (or literally translated as “Chamber of Commerce”) works like a national database of every business with operations in the Netherlands. Once you have notified the KvK about your business and began the registration process, you will receive a ‘KvK-nummer’ (Chamber of Commerce Number) with which you will need on-hand at almost every stage of setting up a business.

The ‘Belastingdienst’ is the name of the Tax Authority in the Netherlands. Once you’ve registered your business with the KvK, they will forward your details to the Belastingdienst. Shortly after, you can expect the Belastingdienst to reach out to you with your VAT number.

What to arrange for registration

To sort out your administrative needs as soon as efficiently as possible, make sure you’re prepared for your registration. Here’s a quick list of what you’ll need:

  • Valid residence permit and/or start-up visa
  • Dutch citizen number (Burgerservicenummer, BSN)
  • DigiD account
  • Dutch address (search for ‘Zakenadres’ if you don’t have an office yet)
  • The name of your business
  • Clear and straightforward business plan and description of your business. Try to use words from the SBI Classification chart to get an accurate classification of your business (View the PDF in English here).

The KvK also provides most of the forms needed for registering businesses or reporting changes in English. You can download the forms you need on the KvK website.

Research Dutch business structures

Before you can start any process for registering your business, it’s important you understand how you’re going to register your business.

Every foreign business entity (except the Sole Proprietorship) is recognized by Dutch law. That means you do not necessarily need to change your legal entity if you are expanding – but you do still need to register your company as a foreign entity with commercial activity in the Netherlands.

Here’s a quick overview of the types of Dutch business entities available to help your research.

Private Limited (Besloten Venootschap., BV) – Learn more on business.gov

A “BV” structure is the Dutch equivalent of a private company with limited liability (LLC). The business is usually owned by a board of directors – none of which are personally liable for business debts. Internationals are allowed to be shareholders in a BV – making the BV one of the more popular options for foreign businesses.

Public Limited (Naamloze Venootschap., NV) – Learn more on business.gov

Similarly, the ‘NV’ structure also has a board of directors who own the company as shareholders. These organisations are usually much larger than a ‘BV’, but they exchange shares on the stock exchange.

Sole Proprietor (Eenmanszaak) – Learn more on business.gov

Sole proprietor businesses are owned by only one person who is fully liable for all debts of the company. This is the most common legal entity for people working as Freelancers or ‘ZZP-ers’.

Partnerships (venootschap onder firma., (VOF)) or maatschap) – Learn more on business.gov

A general partnership involves at least 2 people working for the same name and contributing. Every partner is equally liable for the entirety of the company’s debt.

Limited Partnership (Commanditaire vennotschap., (CV)) – Learn more on business.gov

Ideal for entrepreneurs who need a financial backer to support their business. This structure makes the financial backer a partner of your business where they are equally liable for the company’s debt.

Branch office – Learn more on business.gov

Any ongoing business activities of foreign companies in the Netherlands can be considered a “branch.” You don’t to adopt a Dutch business entity for this office, but you will need to register your presence with the KvK.

Non-profit entity (Stichting) – Learn more on business.gov

If you intend to start a business that serves a cause or the community, you will need to register your business with the KvK as such. ‘Stichtings’ are not legal entities, and you will still need to select an entity (such as a BV) for tax purposes.

You can also use the official online tool provided by the KvK to find out which business structure suits you best

Make appointments as soon as you can

It’s easy to make mistakes when it comes to the “official” work of registering your business. Every business is unique and can be especially complicated for non-Dutch business owners who don’t speak the language. Give yourself plenty of time and make your appointments as soon as possible.

How to contact the Kamer van Koophandel

Once you know which business structure is right for you, follow this link (in Dutch): https://www.kvk.nl/inschrijven-en-wijzigen/inschrijven/Registration Menu for the KvK

This page is named, “Register with the Chamber of Commerce” and asks, “What do you want to register?” The first box is for registering a new company.

If you’re a foreign business that doesn’t need a new entity, follow the instructions on the KvK website (in English) here.

You’ll be able to start this of process of registering your business up to 3 months before you launch your business.

Without a DigiD, you’ll need to get in contact with the Chamber of Commerce via phone to make an appointment: +31 (0)88 585 1585 (8:30 – 17:00 CET).

The official KvK website also provides an overview of the entire registration process.

How to contact the Belastingdienst

When you register with the KvK, the Belastingdienst should reach out to you with your VAT number and VAT ID. Otherwise, they may request additional information about your business to determine your tax status. Like many national tax authorities, you generally don’t contact them – they contact you.

If your business isn’t going to be permanently established in the Netherlands, you’ll likely need to contact the ‘Belastingdienst’ directly for your VAT. Complete and mail this form to the address mentioned on this page to register your business.

Update the Chamber of Commerce Regularly

It is essential to keep the Chamber of Commerce updated whenever critical information about your business changes. This is publicly accessible information about your business, and it is important to keep your registry up to date.

These are the types of changes we keep in mind about our clients:

  • Address of your main office in the Netherlands
  • Legal structure of your business (Mergers, take-overs, acquisitions, etc)
  • Company website
  • Contact information (email / telephone) of the Owner, or Board of Directors.
  • Number of employees in the company (total and in the Netherlands – updated quarterly)
  • Names and functions of signatory employees for Dutch operations

Do I need legal support?

The goal of the Dutch Chamber of Commerce is to make business registration and management of your business’ information as straightforward as possible. While there’s a lot of information in English available online, most of the forms and specific information is only available in Dutch.

Not to mention, starting/expanding any business is rarely a straightforward process in practice, and it is likely that exceptions from the norm will apply to your business.

That is why foreign firms and non-Dutch investors choose to contract these official processes with experts in local law. Octagon Professionals is well-equipped to help your team register your business in the Netherlands and provide you with advice that will set up your business for long-term success. Expanding from China? Learn more about how our HR services from our China Desk can help you business grow in the Netherlands.

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This is the first article of a series written for foreign businesses new to the Netherlands. In our next article, we’ll be sharing information about renting office space in country. If you’d like to get notified when we release the next article, sign up for our email list here.

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