Buying a Shelf Company in the Netherlands

Instead of incorporating a BV, it is possible in The Netherlands to acquire a shelf company.

A shelf company is an existing empty BV, which may or may not have been involved in previous business transactions.

The advantage of buying a shelf company always was the time factor. Technically a shelf company can be acquired in one day. The disadvantage is that shelf companies are sold with a premium which makes the acquisition of a shelf company in general more expensive than incorporating a new BV.

In 2012 the incorporation procedure for standard BV's has been significantly simplified, with amongst other the abolishment of the minimum capital requirement, the bank declaration and the governmental consent procedure. Consequently, the need for shelf companies dramatically declined and the market for such companies almost disappeared. Shelf companies are therefore very scarce nowadays.

Buying a shelf company does require a notarial deed, and is in technical terms an easier process than incorporating a new BV, but nowadays the share transfer procedure has become almost as time consuming and expensive as the  incorporation of a new BV. This is caused by increased KYC compliance requirements, which require amongst others a full identification and clearance of parties involved, and a substantiation of the at arm's length nature of the share transfer price.   

We have access to various parties in the market who offer shelf companies for sale. 

We do emphasize that shelf companies have a financial, legal and tax history. Sometimes shelf companies are offered for sale which have been involved in previous business activities. We therefore recommend a cautious approach.