Company Formation & Entity Setup in Netherlands

BV and NV incorporation, KvK (Chamber of Commerce) registration, UBO filing, and post-formation compliance setup.

Netherlands Reviewed September 2026

Currency

EUR

Legal forms

BV · NV

Minimum share capital

BV: no statutory minimum · NV: €45,000

Registration body

Chamber of Commerce (Kamer van Koophandel, KVK), via notarial deed for a BV

Formation timeline

1–2 weeks

Corporate tax rate

19% up to €200,000 taxable profit · 25.8% above that threshold

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How company formation works in Netherlands

The Netherlands applies a two-bracket corporate tax system: 19% on the first €200,000 of taxable profit, rising to 25.8% above that threshold — a structure that has remained stable into 2026 and is comparatively favourable for small and mid-sized operating subsidiaries. The BV (Besloten Vennootschap) carries no statutory minimum capital requirement, making entity formation administratively light by EU standards.

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Matched to your business objective

BV

Liability

Limited to company assets

Min. capital

BV: no statutory minimum · NV: €45,000

The standard vehicle for an operating subsidiary of a foreign company — the default choice for most market-entry engagements in Netherlands.

NV

Liability

Limited to company assets

Min. capital

BV: no statutory minimum · NV: €45,000

Used for larger operations, more formal governance needs, or entities seeking to raise capital publicly.

Branch

Liability

None separate — the foreign parent company bears full liability

Min. capital

None — no separate capital requirement

Useful for testing the Netherlands market before committing to a subsidiary, or for keeping a single legal entity across borders. Creates a taxable presence — profits are generally taxed in Netherlands.

Representative office

Liability

N/A — not a registered legal entity in most cases

Min. capital

None

For market research and liaison activity only — cannot sign contracts, invoice, or trade locally in most jurisdictions.

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What it takes to register, and how long

Formation runs through the Chamber of Commerce (Kamer van Koophandel, KVK), via notarial deed for a BV, typically taking 1–2 weeks.

  • Annual salary threshold revision — for Highly Skilled Migrants, EU Blue Card and ICT permits, effective every 1 January
  • Mandatory proof-of-payment documentation — — bank statements or batch payment records, not payslips alone — required from recognised sponsors since 2026
  • Director-major shareholder (DGA) customary salary rule — — owner-directors of a BV must pay themselves a statutory minimum salary, €58,000 for 2026
  • 30% ruling cap — — the expat tax allowance is capped at the WNT norm (€262,000 for 2026), with no further transitional exceptions from 2026 onward
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Frequently asked questions

What changed in 2026 for sponsoring skilled migrants?
As of 1 January 2026, recognised sponsors must retain bank statements or batch payment overviews proving salary was actually transferred to the employee's personal account, in addition to payslips. The IND can request this documentation during inspections, and failure to demonstrate continuous compliance can result in revocation of sponsor status or the employee's residence permit.
How is the Highly Skilled Migrant salary threshold different from the EU Blue Card threshold?
For 2026, the standard HSM threshold is €5,942/month for applicants 30 and over, €4,357/month for those under 30. The EU Blue Card has its own reduced threshold of €4,754/month. The applicable figure depends on the specific permit category and the employee's age, and is revised annually based on negotiated wage index data.
What is the DGA customary salary rule?
A director-major shareholder holding 5% or more of a BV's shares must pay themselves a statutory minimum "customary" salary — €58,000 for 2026 — reflecting what a comparable employee would earn for similar work. This prevents owner-directors from avoiding income tax entirely by taking only dividends.
How does the 30% ruling work for expat employees in 2026?
The 30% ruling allows qualifying incoming employees to receive up to 30% of gross salary tax-free, reducing the effective tax burden materially. For 2026, this allowance is capped at the WNT norm of €262,000 in annual salary, with transitional protections for pre-2022 ruling holders no longer in effect from 2026 onward.

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The Dutch skilled-migrant system rewards employers who treat salary threshold compliance as a continuous obligation, not a one-time check at the visa application stage. Thresholds change annually, apply retroactively to new employment contracts even mid-permit, and are now verified against actual bank transfers — a gap between contracted and paid salary that surfaces during inspection is treated as a compliance failure, not an administrative oversight.