Establish a Holding BV Company in The Netherlands

Updated on 4 December 2024

Looking to optimize your business structure while minimizing risks? A Dutch holding company (BV) might be your ideal solution. The Netherlands isn't just known for its tulips and windmills - it's a powerhouse for international business, ranking among the world's most competitive economies and offering many advantages for corporate structures.

Why Consider a Dutch Holding Structure?

• Direct access to the European Single Market
• Robust asset protection through multi-layer company structures
• Significant tax advantages including participation exemption
• Minimal regulatory burden
• Strategic position in the heart of Europe

With a Dutch holding structure, you can create a sophisticated business framework that protects your assets while optimizing your tax position. Whether you're a startup founder or leading a multinational corporation, this guide will walk you through everything you need to know about establishing and benefiting from a Dutch holding company.

Let's explore how you can leverage the Netherlands' business-friendly environment to create a solid foundation for your international business ventures.

Need help with setting up a Dutch business?

Request a free consultation

Our professional team has many years of experience in the incorporation of Dutch companies, including the Dutch BV. We will happily help you with all your queries regarding the subject, including extra services such as business registration and assistance with tax returns, for example. We work at standardized and highly competitive rates, making it possible for every foreign entrepreneur to start a Dutch business.

The Dutch holding BV

Many entrepreneurs wonder which company type they should choose when they decide to start a Dutch business. As almost all of our clients choose the Dutch BV, many of these clients also opt for a holding structure.

The Dutch corporate holding company has proven to be an ideal structure for many different ventures. The Netherlands’ laissez-faire practices give businesses little to no regulation, minimal taxation, and generally welcome many entrepreneurs.

In this article, we will provide you with more information about this Dutch company type and setting up a business in the Netherlands in general, analyze the main characteristics and benefits of opening a Dutch holding company, and we will also tell you how you can register your new Dutch holding BV company in as little time as possible.

What is a holding structure in the Netherlands?

The Dutch BV is the equivalent of a private limited liability company. A holding company is also a BV company, it just functions a bit differently than a regular BV company.

A holding company is essentially the company with the highest hierarchical position in a group of companies, which always consists of at least 2 companies to be named a holding structure.

The purpose of a holding company is to hold assets, such as shares in one or more other companies, business premises or profits. A company of which a holding company holds the shares is called an operating company: this is the regular BV type.

A BV company is a corporate entity, in this case, since it’s also called a legal entity. A holding company is sometimes also referred to as a parent company or management company. A holding company is generally a private limited liability company.

The holding structure

The holding company is always part of a holding structure, which is a combination of several Dutch BVs or other corporate entities that are related to each other.

If you own a holding company, you can choose to establish multiple operating companies that can subsequently be part of the holding structure. In any given situation, a holding structure consists of at least the following two parts: 

• The holding company: this is the BV in which important assets are housed, such as the profits or the business premises. The holding company also owns the shares in the operating company.
• The operating company: this is the company in which the daily and risky activities take place. The operating company, also called operating BV or subsidiary, is what is considered the 'real' company. 

A holding company can have one or more operating companies. So, in simple terms, you, as an entrepreneur, own the holding company, and the holding company owns the operating company.

This is how you spread risks.

Especially when you carry out risky business activities such as making products, carrying out orders and hiring staff with the operating company.

You place your profit, pension and other valuables in the holding company. If the operating company gets into trouble and goes bankrupt, the assets in the holding company will remain outside the bankruptcy and will therefore generally not be touched.

So the limited liability works both ways: you are not personally liable for any debts that might be made with the operating BV, and the holding BV is also not held liable for the same debts.

This way, you can safeguard yourself from harm using multiple layers of protection.

Why set up a holding company in the Netherlands?

While there are many benefits to holding companies in general, these are even more uniquely advantageous when located in the Netherlands.

The explainer video covers the BV incorporation requirements as well as the advantages of a Dutch holding structure. A Dutch holding structure exists when you incorporate at least one Dutch BV and one holding/parent BV. 

Key Benefits of a Dutch Holding Structure

Below, you will find the most well-known advantages of owning a Dutch BV holding structure. If you are planning on opening several different companies, this is definitely the best choice for you.

But also if you are someone who likes to invest in lucrative endeavors with as little risk as possible, transfer funds without paying double taxes, and if you want to keep a solid overview of everything that you are doing at all times. 

Financial Protection

• Reduced operational and financial risks
• Asset protection through separate legal entities
• Minimal overhead costs
• Easy transfer of profits between companies

Tax Advantages

• Participation exemption benefits
• Tax-free profit distribution possible
• Advantageous fiscal unity options
• Competitive corporate tax rates
• Multiple tax benefits and deductions

Business Flexibility

• Control multiple operating companies
• Simple management structure
• Strategic business expansion
• Easy acquisition of other entities

Practical Benefits

• Straightforward registration process
• Quick setup (3-5 business days)
• Minimal administrative burden
• Professional business image
• EU market access

How do I set up a holding company?

Establishing a holding structure is actually a fairly straightforward process, provided that you hire an expert in the Netherlands to take care of it for you – such as Intercompany Solutions.

In practice, entrepreneurs often apply the structure to a holding company and operating company in the following way:

Step 1: Preparation Phase

Before starting the incorporation process, you'll need to gather all essential documents and information. This includes a complete list of shareholders and directors, their valid ID documents, your preferred company names (for both holding and operating companies), and a Dutch business address.

At this stage, it's crucial to partner with a Dutch incorporation expert who can guide you through the process.

Step 2: Establishing the Holding Company

The first formal step involves incorporating your main holding BV. Working with a notary public, you'll establish the holding company as the parent entity of your structure. Upon completion, you'll receive the incorporation deed and become the shareholder of the holding company. This forms the foundation of your corporate structure.

Step 3: Creating Operating Companies

Once your holding company is established, you can set up one or more operating companies (subsidiaries) under its umbrella. These operating BVs will conduct your day-to-day business activities. The holding company becomes the shareholder of these operating companies, creating a clear hierarchical structure that protects your assets.

Step 4: Registration and Formalization

The final phase involves registering your complete structure in the Dutch Trade Register (KvK). During this stage, you'll also obtain necessary tax numbers and set up Dutch bank accounts. This formally establishes your holding structure and makes it ready for business operations.

The entire process typically takes 3-5 business days and can be completed remotely through power of attorney - meaning you don't need to be physically present in the Netherlands. Professional support throughout this process ensures compliance with all Dutch corporate regulations and a smooth establishment procedure.

Remember: You can always expand this structure later by adding more operating companies or modifying the existing setup as your business grows.

The services we can offer you

Intercompany Solutions has assisted hundreds of foreign entrepreneurs from over 50 different nationalities. Our clients range from small, one-person startups to multinational corporations and everything in between. Our processes are aimed at foreign entrepreneurs, and, as such, we know the most practical ways to assist with your company registration. We can assist with the full package of company registration in the Netherlands:

Company Formation

• Complete Dutch company establishment
• Holding structure setup
• Subsidiary registration
• Local bank account opening
• VAT & EORI number applications

Legal & Permits

• Business permit applications
• Visa processing
• Start-up permit assistance
• Legal consultation
• Regulatory compliance support

Financial Services

• Tax planning & advice
• Financial administration
• Accounting support
• Corporate tax returns
• Financial reporting

Business Support

• Administrative services
• Secretarial assistance
• General business consulting
• Startup guidance
• Ongoing operational support

We are constantly improving our quality standards to continually deliver impeccable services. 

Intercompany Solutions can establish your Dutch holding BV company in just a few working days

Whether you want to establish a Dutch BV, a subsidiary or a holding structure, at Intercompany Solutions your company is always in the right hands.

We have many years of experience within the field of company establishment, assisting foreign entrepreneurs daily with realizing their ambitions for expansion. We can take care of the entire process for you without you having to be here physically, which makes it possible for you to carry out your daily business activities entirely remotely.

Our services are aimed at creating possibilities for success for you in the Netherlands and assisting new and seasoned business owners with legal, financial, practical and operational advice.

Want to learn more? Take a look at our services, or contact us directly for more information or a clear quote.

Need help with setting up a Dutch business?

Request a free consultation

Our professional team has many years of experience in the incorporation of Dutch companies, including the Dutch BV. We will happily help you with all your queries regarding the subject, including extra services such as business registration and assistance with tax returns, for example. We work at standardized and highly competitive rates, making it possible for every foreign entrepreneur to start a Dutch business.

Sources

https://ondernemersplein.kvk.nl/de-holding/