An overview of characteristics of Frequently used Forms of Business in the Netherlands

Last updated : 28-09-2023

06 January 2023 Add expertise tag Add service tag Add country tag
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Each legal form of an entity has typical features, pro's and con's to be considered

LEGAL CHARACTERISTICS	B.V.	N.V.	Coop	Partnership	Foundation
Separate legal entity	yes	yes	yes	no	yes
Formal incorporation	Public notary	Public notary	Public notary	by agreement	Public notary
Incorporation period	1-2 weeks	4-6 weeks	per direct	per direct	p.m.
Capital is divided into shares	yes	yes	n.a. (members)	yes	no
Minimum capital	Minimal amount for( at least) 1 share	€ 45,000	n.a.	n.a.	n.a.
Liability shareholders/partners	Restricted to the amount of issued and paid-up capital	Restricted to the amount of issued and paid capital	Members have either full, limited, or total liability, depending on the form of the Coop	Entire liability at level general partners, limited liability for "silent partners"	n.a.
Governing bodies	A general meeting of shareholders and a management board	A general meeting of shareholders and a management board	A general meeting of members and a management board	Depending on the partnership agreement	management board
General meeting of shareholders	At least once per year	At least once per year	Depends on articles	n.a.	n.a.
Transferability of shares	yes, although it can be restricted depending on articles or association	No restrictions for sharebearers. The entity is used for public offerings (there are restrictions for registered shares)	Depends on articles	Depends on the partnership agreement	n.a.
Registration with the chamber of commerce	yes	yes, pseudo ubo - the board of directors	yes	yes	depends on the nature and volume of the activities
Preparation of financial statements	compulsory	compulsory	yes	n.a.	depends on the nature and volume of the activities
Filing of financial statements with the Chamber of Commerce	compulsory	compulsory	yes	n.a.	depends on the nature and volume of the activities
Included in the UBO register	yes	yes, but only pseudo UBO's - board of directors - when listed	yes	no	yes (pseudo ubo - the board of directors)
Obligatory audit	Depending on the volume of the business (turnover, asset value, number of employees)	yes, if stocklisted. Otherwise, depending on the volume of the company (turnover, asset value, number of employees)	Depending on the volume of the business: turnover, asset value, number of employees	n.a.	n.a.