The solo holding: a structure for one founder with several products

The two companies and their roles

The operating BV does the day-to-day business. It sells subscriptions, signs contracts, and takes on the costs and risk. The holding owns the assets. It owns the shares, the brand and the code as licensed IP. It also keeps the profit you want to save for later. If something goes wrong in the operating company, such as a claim or a failed product, the assets in the holding remain protected.

How the tax works

Operating profit is taxed once at 19% up to €200,000 (2026). The operating company then pays it to the holding as a dividend, free of further tax, under the participation exemption. Box 2 tax applies only when you take money out of the holding for yourself. The holding therefore builds a reserve that has already been taxed at 19%. This reserve can keep growing, apart from the operating risk. See the retention arithmetic.

Why this suits a solo founder

With AI, the cost of a second and third product is close to zero, but each product has its own risks. In a solo holding, you can place each product in its own company when separation makes sense. Until then, one shared operating BV is enough. You still arrange salary and dividend once, in the holding. We set up this structure for founders every week.

A holding structure has two Dutch companies, one above the other. Each company has its own deed of incorporation. See the Dutch holding structure for non-residents. For the shareholder register, the board decisions and the yearly filings of both companies, see corporate secretarial services in the Netherlands.

Every quarter and every year, a Dutch company keeps records and files returns. What does it cost to hand this work over? See bookkeeping in the Netherlands for owners abroad.

Building it: order and cost

Incorporate both the holding and the operating BV. The notary draws up a separate deed of incorporation for each BV. Put yourself on the holding's payroll, with a management agreement between the holding and the operating company. Place the IP correctly from the start, as described in the IP guide. The customary salary applies once, from the holding, however many companies you add below it. See the salary rule. You can change the structure later, when the value has grown, but this always costs more than a correct structure from the start. Read more in the Netherlands for AI founders.