How the planner works it out
The planner follows your money year by year.
In route 1 everything goes to your private account in the first year. You pay box 2 once, and after that box 3 every year.
In route 2 the money stays in your holding. Each year the planner works out how much dividend you need to keep your yearly amount after tax. The rest stays invested and the holding pays profit tax on what it earns.
In route 3 you first borrow from your holding up to the limit, and after that you take dividend. You pay interest on the loan and the holding pays profit tax on that interest.
If you have investments in your own name, the planner uses that money first in routes 2 and 3, down to the tax-free amount of box 3. That costs no box 2 and your box 3 gets smaller.
If you choose at the top to keep your company and move abroad, the planner puts staying next to leaving. It only counts what the Netherlands charges: profit tax, tax on your salary, box 2 or dividend tax, and box 3.
At the end the planner settles everything, so you compare like with like: what is in your private account after all tax.
Buy, borrow, die: does that work in the Netherlands?
In America rich families do this: buy assets, never sell them, borrow against them to live, and pass them on. When they die the tax on the gain disappears.
In the Netherlands the first two steps work. Your holding can keep the money and you can borrow from it, up to €500,000. The third step does not work. When you die, box 2 is settled on the investments in your holding.
So borrowing gives you time. It does not make the tax go away. The planner shows with your own figures whether that time is worth the interest.
More in borrowing from your own company.
The words, explained
Holding: a company of yours that owns the shares of your working company.
Participation exemption: the rule that a holding pays no tax on the gain when it sells shares of a company it owns at least 5% of.
Dividend: profit a company pays out to its owner.
Box 2: the tax you pay on dividend and on the gain when you sell shares in your own name.
Box 3: the tax on your private savings and investments.
Profit tax: the tax a company pays on its profit (corporate tax): 19% up to €200,000 and 25.8% above.
Bill on departure: the box 2 tax the Netherlands works out on the day you move abroad. You pay it later (the official Dutch word is conserverende aanslag).
Security: something the tax office can claim if you do not pay, for example a pledge on your shares.
Questions people ask
How much tax do you pay when you sell your Dutch company?
If your holding company sells the shares, the holding pays no tax on the gain. That rule is called the participation exemption. It applies when the holding owns at least 5% of the shares.
You only pay tax when you move the money to your private account. That tax is called box 2: 24.5% up to €69,607 per person and 31% above that in 2027. If you own the shares in your own name, you pay box 2 on the whole gain in the year of the sale.
Is it smarter to take everything out at once or a part each year?
A part each year is almost always smarter. You use the low box 2 rate again every year. Money that stays in the holding pays 19% profit tax on what it really earns. Money in your private account pays box 3 every year, the tax on savings and investments.
Example with the 2027 rates: a sale of 2 million euros, 80,000 euros a year to live on, 4% return and 20 years. Paying yourself each year then leaves about 275,000 euros more than taking everything out at once.
Can I still put a holding in place just before the sale?
Often yes. You swap your shares for shares in a new holding. The tax on your gain is then not paid now. It moves along to the shares in the holding. After that the holding sells the company.
This has to be done before you sign with a buyer, and you need business reasons for it. Have it checked before you start.
Can I borrow from my own holding instead of paying dividend?
Yes, up to €500,000 for you and your tax partner together. Above that amount the tax office treats the extra part as dividend and you pay box 2 on it. A loan for your own home does not count towards that limit if the holding gets a mortgage on the home.
You pay a normal interest rate to your holding and you have to pay the loan back one day. In the Netherlands the tax does not disappear when you die. Box 2 is then settled on the investments in your holding.
Does moving abroad make the Dutch tax go away?
No. On the day you leave, the Netherlands works out the box 2 tax as if you sold your shares that day. You do not pay at once. You get a deferral. Inside the European Union that goes automatically. Outside it you give security.
Each time your company pays you dividend, the Netherlands collects part of that bill. Until 15 September 2015 the bill was cancelled after ten years. That rule no longer exists.
Where are investments better off: in your own name or in your holding?
In your own name you pay box 3: 36% on a return the law assumes, about 6% on investments, above €60,098 per person. You also pay that in a bad year. If your real return is lower, you may show that and the lower amount counts.
In your holding you pay 19% profit tax on what the investments really earn. If you later move the money to your private account, box 2 comes on top. So money that is already in the holding is usually better left there. The planner counts both.
Read next
The participation exemption, a holding in place before the sale, exit options for business owners, tax checklist when you leave the Netherlands, the exit calculator for owners who live abroad, the departure planner for owners who keep their company, the sale planner and the wealth planner.
Free to quote with the source. Quote as: Holdwise, “Sale planner: selling your Dutch company”, holdwise.nl/en/business-sale-calculator, updated 17 September 2026.