Step 1: Choose your structure
Most entrepreneurs choose either a single BV or a holding BV with an operating BV underneath. A holding structure gives more flexibility for profits, investments and a future sale, but it also means two sets of accounts. Which one fits depends on your plans.
Step 2: Prepare the details and documents
The notary needs to know who the shareholders and directors are, how the shares are divided and what the company will do. Everyone involved provides a valid passport or ID. The notary may ask for more, for example proof of address or information about where the money for the share capital comes from.
Step 3: The notarial deed of incorporation
A Dutch civil-law notary draws up the deed of incorporation, including the articles of association. Once it is signed, the BV exists. The legal minimum share capital is € 0.01.
Step 4: Registration with KVK and the UBO register
The notary registers the BV and its directors in the Business Register of the Chamber of Commerce (KVK). The ultimate beneficial owners (UBOs), the people who ultimately own or control the company, are registered as well. Your BV then has its KVK number.
Step 5: Tax registration and VAT number
The Dutch tax authorities receive your company details and issue a VAT identification number if the company is liable for VAT. If the BV pays salaries, including to you as director, it also needs a payroll tax registration.
Step 6: Business address and bank account
Your BV needs a physical business address in the Netherlands; a P.O. box is not accepted. You also need a business bank account. For non-residents this step often takes the longest, so it pays to start early.
Step 7: Bookkeeping from day one
From the first invoice, your BV has to keep proper records and file VAT returns. Annual accounts and a corporate income tax return follow every year. Setting up automated bookkeeping at the start saves a lot of work later.