Netherlands (Holland)

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Netherlands (Holland)

General information about the jurisdiction

The Netherlands, in its full name the Kingdom of the Netherlands, also known as Holland, is the state in Western Europe with the overseas territories in the Caribbean.

The Netherlands was one of the EU's founders, but it didn't take its Constitution. It is included in Benelux.

The Netherlands is the country with steadily growing economy, one of the lowest unemployment rates in the EU and developed system of social security.

Tulips, windmills and legalization of soft drugs made the Netherlands so popular in the world.

1. Legislation

Company activity in the Netherlands is regulated by Trade Code (Wetboek van Koophandel).

2. Company formation

2.1 Types of companies

The Netherlands law provides such corporate form as public and private companies with limited liability, associations (Vereniging), limited and unlimited partnerships etc. The most useful for foreigners is private limited liability company (BV).

2.2. Private Limited Liability Company (GmbH):

  • The minimum authorized capital – €18 000, 25% of which must be paid by the moment of incorporation.
  • Shares – registered, par value. Bearer shares are not allowed.
  • Director – at least 1, individual or legal person, the resident of the Netherlands.
  • Members – at least 1, individual or legal person, no residency required.  
  • Secretary – not required.  
  • Publicly available information: about directors and shareholders. Nominee service is allowed. 
  • Company is obliged to keep and submit an annual financial report and to be audited. 
  • Company is obliged to have a registered office in the Netherlands.
  • There are no requirements to the venue of an annual meeting of shareholders and directors.

3. Taxes

Corporation tax depends on the profit:

  • less than €40 000 – 20%;
  • €40 000 – €200 000 – 23%;
  • more than €200 000 – 25,5%.

VAT – 19% (6% for some groups of goods).

Tax on dividends -15%

Tax on royalties and interest – 0%

4. Currency control

None

5. Agreements on avoidance of double taxation

The Netherlands concluded more than 100 agreements on avoidance of double taxation, including Ukraine.