Route 1: build the BV, transfer the business
The most common route. You incorporate a Dutch BV and move the business into it: customer contracts novated or renewed on the BV, intellectual property assigned, staff transferred, the domain and accounts re-pointed. The Ltd then either winds down or stays as a dormant holding entity.
The tax questions live in the transfer itself. Assets and goodwill moving from the Ltd to the BV are a disposal for UK purposes at market value, so the timing matters and the valuation deserves support. Where value is genuinely concentrated in the founder rather than the company — a young consultancy, a personal practice — that transfer is often modest. Where there is real IP or a client book, it is a planning exercise worth doing properly, with both sides advised.
Route 2: keep the Ltd on top, put the BV underneath
Rather than moving anything, the Ltd becomes the parent of a new Dutch BV. UK operations stay where they are; European operations start clean in the subsidiary. Nothing is disposed of, nothing is valued, and both entities file their own accounts. Dividends from the BV reach the Ltd free of Dutch withholding under the treaty exemption, and profit earned in Europe is taxed once, in the Netherlands, at 19% up to €200,000. For companies keeping a real UK business, this is the low-friction answer — and it is the same structure described in an EU subsidiary for your UK company.
Route 3: run both, then let the Ltd fade
A hybrid many founders use in practice. The BV opens, new business is written on the BV, and the Ltd keeps servicing its existing UK contracts until they run out. Two years later the Ltd is dormant and gets struck off. This spreads the transfer over time and keeps every client relationship undisturbed — at the price of running two sets of books meanwhile.
When the founder moves too
If you relocate personally, the picture gains its most valuable piece. You become an employee of your own BV under the customary-salary rules, dividends run through box 2 (24.5% up to €68,843 per person, 31% above), and because the UK sits far beyond the 150-kilometre line, the 30% ruling is genuinely available — provided the order is right: incorporate and sign the employment contract first, then move. A personal holding above the operating BV completes the design, keeping a future sale clean under the participation exemption: the holding structure.
Deciding in one line
Real UK business continuing: keep the Ltd, add the BV. UK business essentially over: build the BV and transfer, then close the Ltd. Somewhere in between: run both and let the Ltd fade. Every figure the choice rests on is on Netherlands tax rates 2026; the country route with the Brexit context is from the UK to the EU.