For every incorporation

  • Passport copies of each director and each shareholder, certified where required. Some notaries accept certified copies; others ask to see originals or a verified digital identification.
  • Proof of address for each individual involved — typically a recent utility bill or bank statement, usually within three months.
  • Company name, checked for availability and for conflicts with existing trade names and trademarks.
  • Registered address in the Netherlands, with the lease or address agreement. This becomes the company’s official seat, so the notary needs it before the deed: see the registered office requirements.
  • Articles of association in draft, covering share classes, board appointment and the rules for distributions and transfers.
  • Share capital arrangement. The legal minimum is €0.01, and the practical amount depends on your banking plan and, for some residence routes, on a capital requirement.

When a company is the shareholder

A foreign parent company adds a second layer, and this layer is where most delays happen.

  • Corporate extract from the home registry, recent — often within one to three months.
  • Articles of association of the parent company.
  • Evidence of who signs for the parent: a board resolution or registry entry showing the authorised representative.
  • Group structure chart running down to the natural persons at the top.
  • Ultimate beneficial owner (UBO) documentation for everyone holding more than 25%, with passport and proof of address.

Legalisation and apostille: the critical path

Foreign documents need authentication before a Dutch notary can rely on them. For countries party to the Apostille Convention, an apostille from the designated authority is enough. For other countries, the route runs through the foreign ministry and the Dutch embassy or consulate — consular legalisation, which takes longer and varies by country.

Two practical points decide whether this stays on schedule. Start it first. Everything else on the list can be produced in a day; legalisation is the one item with an external clock, so it belongs in week one. And check the freshness window: a corporate extract that was recent when you ordered the apostille can fall outside the window by the time the deed is scheduled, which means ordering both again.

Documents in other languages generally need a sworn translation into Dutch or English, depending on the notary. Ask which one before commissioning the translation.

The power of attorney

Incorporation from abroad runs on a notarial power of attorney, which lets the notary execute the deed while you stay where you are. The document is drafted by the Dutch notary, signed by you, and authenticated the same way as the rest — signature legalisation plus apostille or consular legalisation. Because it travels the same path as your corporate documents, it is worth preparing in parallel rather than after.

What the bank asks on top

The banking file is a separate exercise with its own list, and preparing it alongside the incorporation saves weeks. Dutch banks apply client screening under the anti-money-laundering act (Wwft) and ask for the corporate structure chart, certified UBO documentation, a source-of-funds explanation, a business model description with expected transaction volumes and counterparties, sample supplier or customer contracts, and the office lease. Opening a Dutch business bank account as a foreign owner covers what the reviewer looks for.

After the deed

Registration with the Chamber of Commerce (KVK) and of the ultimate beneficial owner follows the notarial deed, usually the same day. The tax administration then issues the corporate income tax and VAT (value-added tax) numbers. From that point the annual obligations begin, and what a Dutch BV costs to run each year sets out what those look like.