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PrintWhen it is decided to start up activities in The Netherlands one should consider an appropriate legal structure for the business. Like many countries, Dutch law provides a variety of legal forms that may be used. Which is the best for your particular venture will depend on the specific demands of your business.
Dutch company law does in essence not make a difference between Dutch nationals and foreigners. Companies created under foreign law are in general (certain government linked lines of business excepted) free to operate in The Netherlands, can be party to a contract, can participate in partnerships, can conclude a joint venture, or establish a legal entity, etc.
For a brief description of the most frequently used legal forms in the Netherlands we refer to the diagram . For some guidance with your decision to choose for either a corporation or a branch we refer to the page Corporation or branch.
The Dutch B.V. (private limited liability company) is the most frequently used legal entity by foreign investors (for example to carry out a business, for direct investments, as holding company, IP company, finance company, etc.). Alternatively, one may decide to establish a N.V. (a public limited liability company), which is the obligatory legal form for stock listed companies, but which can also be used for non-listed companies.
Also, the so-called European company, better known as "Societas Europaea" or "SE" (a new Pan-European company form which can be incorporated within the EU) and the European Co-operative Company (SCE) were introduced. As the features of the SCE are comparable to the SE, in Dutch law the SCE is made equal to the SE. However, certain regulations that specifically apply to Dutch co-operations can also apply to SCE's.
For more information about the incorporation procedure for a BV we refer to the page How to incorporate a BV. If it is not desired to set up a legal entity, you may decide to set up a Dutch branch of your foreign company. For more information about the procedure to establish a branch we refer to the page How to establish a branch/representative office.
One can consider the form of a partnership when a joint venture is to be established with a Dutch party or a foreign party with the Netherlands as its base.
In case you plan to acquire a Dutch company, you may either choose to participate directly or to set up one or more Dutch (intermediate) holding company(ies). For more information about the Dutch holding company we refer to the page The Dutch holding company.
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