Types of Companies in the Netherlands

If you're starting a business in the Netherlands, you'll find several official legal structures available, though in my experience working with non-resident founders, the realistic shortlist is much shorter.

Structures split into two categories: incorporated forms like the BV, which protects your personal assets, and unincorporated forms like a sole proprietorship, which don't.

In this guide, I'll walk you through each structure, explain the options that suit a non-resident, and how to align your objectives to the right one.

Which Netherlands business structure fits your situation?

Most non-resident founders I speak with already have a rough idea of what they're trying to do. They just don't know it maps to a specific Dutch structure yet.

Here's a quick match, based on situations I see:

Incorporated vs. unincorporated: what's the real difference?

Incorporated structures generally separate the entity's liabilities from the owners' personal assets and require a notary. Unincorporated structures do not require a notary and can register directly with the KVK (the Dutch Chamber of Commerce).

Incorporated structures

Incorporated entities include the BV, NV, foundation, association, and cooperative. Each exists as its own legal entity, separate from you. If the company runs up debts or faces a lawsuit, your personal savings and property generally stay out of it. Setting one up means a Dutch notary drafts a deed of incorporation before the KVK registration goes through.

Unincorporated structures

Unincorporated options include the sole proprietorship and partnerships. These aren't legally separate from you. You register with the KVK, no notary involved, which makes setup faster and cheaper. The trade-off is personal liability: if the business can't pay its debts, creditors can pursue your own assets.

Liability protection is what separates incorporated from unincorporated structures. Once you're choosing between incorporated forms, other factors, including capital requirements, founder count, and whether you plan to go public, take over.

Comparing the types of Netherlands companies: at a glance

There are a number of Dutch legal structures available, plus options such as registering a branch of an existing foreign company. Here's how they stack up against each other.

* A notary is only required if you want full legal personality and liability protection. Associations can also be set up without one, but lose both.

The main legal entities for foreign founders explained

When it comes to company formation in the Netherlands, there are ten structures that make up the full picture, but only a handful genuinely apply to non-residents. Here's a deeper dive into the main structures.

The Dutch BV (private limited company)

The BV is the most common structure considered by non-resident founders, and for good reason: it protects your personal assets, needs just one shareholder, and doesn't require you to live in the Netherlands.

• Minimum share capital: €0.01, the legal minimum since the 2012 Flex-BV reform replaced the previous €18,000 requirement.
• Ownership: incorporate alone, with foreign co-founders, or as a subsidiary owned by an existing company abroad.
• Directors and shareholders: can be non-resident individuals or foreign companies, with no nationality or residency requirement attached to either role.
• Setup: can often be completed remotely, subject to the notary's identification and compliance requirements.
• Timeline: 3 to 5 business days when using a company formation agent.

The BV's flexibility is what makes it the default: one structure covers a solo freelancer-turned-founder and a multinational's Dutch subsidiary equally well. For the full setup process and costs involved, see our guide to setting up a Dutch BV.

The Dutch NV (public limited company)

The NV requires a €45,000 minimum share capital and is particularly suited to companies that need freely transferable shares or may eventually raise capital, including through a public listing.

• Minimum share capital of €45,000, versus the BV's near-nothing requirement.
• Shares are freely tradable on a public exchange.
• Setup still runs through a Dutch civil-law notary and KVK registration, the same core process as a BV.
• A supervisory board becomes mandatory once certain conditions are met. This includes when there are more than 100 employees and the subscribed capital exceeds €16 million for more than three years (a "Structuur-NV").

For most non-resident founders, an NV isn't the right starting point. The capital requirement and governance overhead exist to serve large companies rather than a founder testing a new market or running a solo venture.

Branch registration (for founders extending an existing company)

Already running a company abroad and want to test the Dutch market without the cost of a new entity? A branch registers directly with the KVK: no notary, no separate legal existence. It's simply your existing company operating under a Dutch address.

That speed comes at a cost, though. Your parent company carries full liability for whatever the branch does, since there's no legal wall between them. There's no minimum capital to deposit, but your parent company's statutory documents need translating and legalizing into English, Dutch, or German before registration.

The Dutch foundation (Stichting)

A Stichting is a legal entity with no shareholders and no members. A board runs it instead, which is why it's a common structure for charities, asset protection, and holding layers sitting above an operating company.

There's only one legal form, but how it's used and taxed varies. As a STAK (Stichting Administratiekantoor), a common use rather than a separate type, it holds legal title to shares while certificate holders get the economic benefit, which is useful in succession planning.

ANBI and SBBI aren't legal forms either; they're tax designations the Belastingdienst grants for public-benefit or social-interest purposes.

A foundation can't distribute profits the way a BV can, which makes it the wrong vehicle for a standard trading business. Many non-resident founders instead use one as a control layer, with a BV underneath actually running things.

Associations and cooperatives

An association suits a club or non-profit group, while a cooperative suits founders pooling resources for something commercial. Both need at least two people, so neither works for a solo non-resident founder.

An association (vereniging) is governed by its members' meeting. Get a notarial deed and it has full legal personality and liability protection; skip the notary and it can still operate, just without either.

A cooperative (coöperatie) always requires a notary, and its liability isn't fixed by the structure itself: you choose UA (excluded), BA (limited), or WA (full) at incorporation.

Sole proprietorship, partnerships, and other unincorporated options

Four unincorporated company structures round out the picture. Each carries unlimited liability, skips the notary, and registers with the KVK, though feasibility for a non-resident varies more than you'd expect.

• Sole proprietorship (eenmanszaak): One person, full personal liability, no capital required. But it expects genuine local presence in the Netherlands.
• General partnership (VOF): Two or more partners, unlimited joint liability. Partners can be based abroad, though the business itself still needs a Dutch registration and address.
• Limited partnership (CV): A general partner manages the business with unlimited liability. Silent partners contribute capital with liability capped at their investment.
• Professional partnership (maatschap): Designed for professionals like lawyers or dentists practicing under a shared name. Suits an established local practice more than a non-resident starting fresh.

What does it cost to set up each legal entity?

The KVK charges a fixed €85.15 fee to register a company in the Netherlands. This applies to all business structures discussed above. The additional variable costs include any notary fees and initial capital requirements.

• BV, NV, foundation, and cooperative all require a notarial deed of incorporation, typically €300–€1,500. The cost is usually higher for an NV given the added complexity of its governance requirements.
• Branch registration, sole proprietorship, and partnerships skip the notary entirely, registering directly with the KVK, so your only fixed cost is the €85.15 fee itself.
• NV structures require a €45,000 minimum share capital to actually be deposited, unlike a BV's €0.01.

Taxation by business structure

How your company is taxed depends on whether it's incorporated. BVs, NVs, foundations, and cooperatives pay corporate tax on the company's profits. Unincorporated entities skip corporate tax entirely, with profit taxed as the owner's personal income instead.

• Corporate income tax: 19% on profits up to €200,000, 25.8% above that, paid by BVs, NVs, and any cooperative or foundation running an actual business.
• Dividend tax: when a BV or NV distributes profit to shareholders, it withholds 15% and pays it to the Belastingdienst. For a resident shareholder, that 15% isn't an extra cost; it's a prepayment credited against their personal Box 2 tax bill, currently 24.5% up to €68,843 and 31% above that.
• Corporate shareholders are often exempt: if a BV distributes to another company holding 5% or more of its shares, the participation exemption applies, and no dividend tax is due at all. This is exactly why holding structures, a foundation or BV sitting above an operating company, are commonly used.
• Unincorporated structures are taxed personally: a sole proprietor, VOF partner, or maatschap partner who's an individual pays personal income tax on their share of the profit instead. A corporate partner remains subject to corporate tax on its own share.

Need help setting up a Netherlands company?

Most non-resident founders arrive here already leaning toward a BV, and that instinct is usually right. What actually gets complicated is the notary paperwork, the KVK filing, and everything that comes after registration.

Why foreign founders choose Intercompany Solutions:

• Since 2017, our team has helped over 2,000 founders register the right structure, from 50+ countries across the UK, North America, Europe, and Asia.
• We advise on the right business structure based on your long-term objectives.
• We offer a fixed-fee service with no hidden fees added once the process starts.
• One specialist team covers formation, VAT, accounting, and payroll, so you're not coordinating separate providers.