Company formation in the Netherlands for a business based abroad
Your Dutch company, formed from your own office: the notary deed by power of attorney, the registration at the Chamber of Commerce (KVK), the UBO filing, the tax and VAT numbers and the bank file. Formation from €2,950 excl. VAT, all-inclusive.
Want our team to have a look?See the stepsSummary
A business from outside the Netherlands forms a Dutch company in three to four weeks: one week for the deed once the legalised documents are in, then the tax numbers and the bank. The usual form is the BV, a private limited company with share capital from €0.01, owned entirely by your foreign company if you wish. A branch registration is the alternative for a short project.
Holdwise prepares the file, instructs the notary, files the owners in the UBO register, obtains the numbers and writes down how the company is managed from abroad. For the formation of the BV itself, with the package and the timeline, see setting up a BV in the Netherlands. Starting as an individual founder? Read starting a business in the Netherlands.
Last reviewed: October 2026. Figures from the Dutch Tax Administration, KVK and the 2027 Tax Plan as presented on 15 September 2026.
What company formation in the Netherlands means for a foreign business
Company formation in the Netherlands is a notarial process. A Dutch civil-law notary draws up the deed of incorporation, checks the identity of the founders and the people behind them, and registers the new company at the Chamber of Commerce (KVK). From that moment the company exists, has its KVK number and appears in the trade register. The tax office then issues the corporate tax number by itself and reviews the request for a VAT number.
For a business based abroad, three things decide how fast this goes: the legalisation of your documents in your own country, the ownership checks the notary must perform under the anti-money-laundering rules, and the review by the tax office of a company with foreign owners. Our team starts with the checklist for your country, so that every document is right the first time. See the document check per country.
The result is a Dutch company that can sign contracts, hire staff, hold licences and registrations, open a bank account and act as your importer, distributor or EU representative. Many groups use it as the European holding or trading company, because the Netherlands combines a wide treaty network, the participation exemption and a tax office that gives rulings in advance.
BV, branch or another form
Dutch law offers several legal forms. For a foreign business, the choice is almost always between the BV and a branch of the foreign company. The other forms serve specific purposes.
| Form | What it is | When it is the right choice |
|---|---|---|
| BV (besloten vennootschap) | Private limited company with its own legal personality. Shares held by one or more persons or companies. Capital from €0.01. | Sales, staff, licences, EU roles, holding and trading activities. The standard choice for a subsidiary. |
| Branch (nevenvestiging) | Registration of the foreign company itself at KVK. The foreign company remains the legal entity and is liable for everything the branch does. | A project of limited duration, a representative office, or a group that keeps one legal entity on purpose. |
| NV (naamloze vennootschap) | Public limited company, minimum capital €45,000, shares freely transferable. | A listing or a large group of investors. |
| Coöperatie | Cooperative with members instead of shareholders; may be used as a holding vehicle. | Specific holding and fund structures, after tax advice. |
| Stichting | Foundation, with a board and a purpose, and with neither shareholders nor members. | Certification of shares (STAK), charity, asset protection. See the Dutch STAK foundation. |
A comparison in depth is on branch or subsidiary in the Netherlands. For a group from another EU country, a company in the Netherlands for an EU founder describes the European side. For founders that want to wait for the European 28th regime, EU Inc or a Dutch BV sets out the timeline of the Commission proposal.
What the registration requires
| Requirement | What the law asks | How it works from abroad |
|---|---|---|
| Founder and shareholder | One or more persons or companies, from any country. | Your foreign company provides its extract, articles and a board resolution; persons provide a passport copy. Documents get an apostille or legalisation in your country. |
| Director | At least one director, a person or a company, from any country. | Decide where the board takes its decisions. A director who lives abroad is allowed; the tax position follows the place of management (see below). |
| Registered address | A Dutch address where the company is established and reachable, filed at KVK. | An office or desk you rent for the long term, for example in a business centre. Providing an address is a licensed trust service under the Wtt 2018, so the lease is yours. A virtual office serves as postal address. |
| Share capital | From €0.01; you choose the amount in the deed. | Paid in cash or in kind after registration; a bank account is needed for a cash payment above a token amount. |
| UBO filing | Every person who holds more than 25% or otherwise controls the company is filed in the UBO register. | We collect the ownership chain of your foreign parent up to the natural persons. The register is closed to the public; authorities, banks and notaries have access. |
| Activity and SBI code | A description of the business activity, filed at KVK. | We choose the codes that match your licences and your VAT position. |
| Bank account | Needed for trading; the formation itself can be completed before the account exists. | Dutch banks and European payment institutions each run their own client checks. We prepare the file they ask for. See opening a business bank account. |
The formation steps and the timeline
- Structure and checklist (day 1 to 3)You tell us who will own the company, who will manage it and what it will do. We send the checklist for your country and draw the structure, including a holding when that is useful.
- Documents and legalisation (week 1)You collect the extract and articles of the parent, the board resolution, passport copies and proof of address, and have them apostilled or legalised in your country. Originals go by courier.
- Deed and power of attorney (week 1 to 2)The notary prepares the deed in Dutch, with an English translation for you. You sign the power of attorney at home; an employee of the notary signs the deed in the Netherlands.
- KVK and UBO registration (same day)The notary registers the company at the Chamber of Commerce and files the owners in the UBO register. You receive the KVK extract.
- Tax numbers (week 2 to 4)The tax office issues the corporate tax number by itself. The VAT number follows the review of the tax office; for a foreign-owned company that review often includes a questionnaire about the activity and the place of management, which we answer with you.
- Bank account (week 2 to 6)The bank or payment institution checks the owners, the activity and the source of funds. We prepare the file; the bank takes its own decision.
- Registrations for your activityPayroll tax number for staff, the EORI number for imports, the Article 23 licence for import VAT, product registrations and licences. See entering the EU market via the Netherlands.
Costs: our fee and the government fees
Our formation package starts at €2,950 excl. VAT for a Dutch BV and at €4,950 excl. VAT for a holding with an operating company. The package includes the notary deed, the KVK registration fee (€85.15 in 2026), the identity and ownership checks, the UBO filing, the tax and VAT numbers, advice on a low-tax first year and personal support until the company is up and running. Your written proposal shows the exact amount before you decide.
After the formation, the company has running costs that depend on its activity: bookkeeping and VAT returns, payroll when you hire, the annual accounts and the corporate tax return. We quote those separately, based on the number of transactions and staff. See corporate services in the Netherlands for what the team arranges.
Taxes after formation: the figures for 2026 and 2027
| Tax | 2026 | 2027 (Tax Plan 2027, presented 15 September 2026) |
|---|---|---|
| Corporate income tax | 19% up to €200,000 profit, 25.8% above | Unchanged in the proposal |
| Participation exemption | Qualifying dividends and gains from subsidiaries of 5% or more are exempt | Unchanged; priced-in currency results become taxable |
| Innovation box | 9% on qualifying innovation profit | 9%; SME lump-sum option raised to €100,000 |
| Dividend withholding tax | 15%, with an exemption for qualifying parents in the EU and treaty countries | Unchanged |
| VAT | 21% standard, 9% reduced | Unchanged; mandatory e-invoicing for domestic B2B from 1 July 2030 |
| Expat ruling for staff you bring in | 30% of salary tax-free, salary threshold €48,013 | 27% for new arrivals from 1 January 2027, higher threshold |
| Director salary reference | €58,000 | Published at the end of 2026 |
| Box 2 (dividend to a person living in the Netherlands) | 24.5% up to €68,843, 31% above | Proposal: 24.5% up to €69,607; cabinet letter of 29 September 2026 announces 29.2% as top rate for 2027 to 2030 |
The full overview, with the proposals that still need a vote in both houses of parliament, is on tax changes in the Netherlands in 2027 and Dutch tax rates 2027. Corporate tax compared across Europe: corporate tax rates in Europe.
Managing the Dutch company from abroad
A Dutch BV is tax resident in the Netherlands by law. A second country can also claim it when the board takes its decisions there; the tax treaty then decides on the basis of the place of effective management. For a subsidiary of a foreign group this is the main design question, and it is answered before the deed is signed: who are the directors, where do they meet, where are the books and the bank accounts, and which decisions stay with the parent.
Three practical rules keep both tax offices satisfied. First, the Dutch company has a director who can and does decide, with minutes to show it. Second, the company has an office, a bank account and bookkeeping in the Netherlands. Third, the services the parent provides are invoiced at arm’s length. Our guide to substance requirements sets out the facts the tax office looks at.
A foreign company that moves its seat to the Netherlands gets a step-up from 2027 under the Tax Plan proposal: for a foreign shareholder, the acquisition price of the shares is set at the market value on the day of the move, so only the growth after the move is taxed in the Netherlands. Groups that plan a relocation of the parent can read the guide on relocating a company and ask us for the written structure memo.
What your Dutch company can do for your EU sales
Once formed, the company can take the roles that EU law reserves for a company established in the Union:
- importer of record with its own EORI number, and holder of the Article 23 licence that defers import VAT to the VAT return;
- responsible person or authorised representative for products sold in the EU, from consumer goods under the GPSR to machinery and electronics under the 2027 Machinery Regulation;
- authorised declarant under the carbon border mechanism (CBAM), which starts charging certificates for imports from 2026 with the first payments in 2027;
- EU operator under the deforestation regulation, which applies to larger companies from 30 December 2026;
- seller on Amazon, bol and other marketplaces that ask for an EU entity: see Amazon Europe sellers;
- holder of the VAT registration and the EU one-stop-shop return for sales to consumers across Europe: the EU VAT route finder.
The complete picture, with the customs and VAT story and the pages per industry, is on entering the EU market via the Netherlands.
Questions foreign businesses ask
Related pages
Tell us about your company and your plans
Where is your company based, what does it sell, and which countries do you want to serve from the Netherlands? You get a written answer with the structure, the roles the Dutch company takes and the formation proposal.
Want our team to have a look?Want our team to have a look?
We help you set up your company or holding in the Netherlands, from the notary to your tax numbers. Tell us where you stand or what you are planning. You get free advice on your next step.