Establishing Your Business in the Netherlands: A Registration Masterclass

Ioana Cretu -

In this article, we will delve into the crucial process of registering a company in the Netherlands. Whether you're a local entrepreneur looking to formalize your enterprise or an international visionary seeking a foothold in Europe, understanding the nuances of Dutch business registration is paramount.

If you're ready to transform your business idea into a tangible reality or expand your global footprint to the vibrant Dutch market, join us on this informative journey. We'll explore the significance of proper registration and the essential steps to ensure your business’s existence.

So, every starting Dutch company must register at the Netherlands Chamber of Commerce (KVK) in the Business Register (Handelsregister) by respecting the next steps:

Step 1: Preparation for KVK. You’ll need:

  • BSN number

In the Netherlands, the BSN, or Burger Service Nummer, is a unique personal identification number assigned to every citizen and registered resident. It is often referred to as the Citizen Service Number (CSN) in English. The BSN is a crucial identification code used for various administrative and government-related purposes.

  • Company name

Your trade name is more than just a label; it's your business's identity. When selecting one, it's imperative to consider a few key factors. Firstly, it should not convey a misleading impression about your business. Honesty is vital in the world of trade names. Secondly, ensure your chosen name doesn't infringe on existing brand names registered by other companies. This can lead to legal entanglements and tax complications down the road. Lastly, steer clear of names that bear a striking resemblance to other businesses, as this can cause confusion in the marketplace.

In the world of trade names, less is often more. Keep your name clean and free of special characters like parentheses, question marks, exclamation points, asterisks, hash symbols, or slashes. A streamlined name not only looks more professional but also simplifies tax and legal matters.

Once your trade name is chosen and your business is registered with the KVK, you become a part of the Dutch Business Register, or Handelsregisterin Dutch. This comprehensive registry is a goldmine of information, accessible to everyone. It plays a pivotal role in the taxation landscape.

Tax journalists know that the Business Register is not just a directory; it's a treasure trove for tax-related inquiries. It's a go-to resource for individuals and organizations looking to verify a company's legitimacy and reliability. Tax authorities and financial experts often rely on this repository of information to conduct due diligence on businesses.

To harness the power of the Business Register for tax-related purposes, visit the KVK website and navigate to the search function. Though the page is in Dutch, don't fret. Underneath "Zoeken" simply input the name of the business you're researching and hit enter. Voila! You'll instantly access a list of all companies with the name you entered.

  • Business address

To enlist your company in the Dutch Business Register, it's imperative to possess a Dutch address. This address can either be your own or what's known as a 'zakenadres,' which could be your accountant's address, for instance. In cases where you opt for a zakenadres, it's essential to request a signed declaration of consent from the property owner, granting you permission to employ their address as your official business address.

If your intention is to establish your business within the Netherlands, it's advisable to secure suitable business premises prior to initiating the registration process at KVK. This proactive approach ensures that you're fully prepared for the formalities that lie ahead.

  • Legal structure

As a fledgling entrepreneur, one of your initial decisions revolves around selecting an appropriate legal structure for your business. Options abound, ranging from the simplicity of sole proprietorship to the collaborative spirit of a general partnership (vof) or the robustness of a private limited company (bv). The choice you make here hinges on your unique circumstances, bearing implications for both liability (debt responsibility) and potential tax advantages.

To pinpoint the legal structure that harmonizes best with your specific situation, our “Choosing a Dutch legal structure” tool proves invaluable. Additionally, you'll discover some insightful guidance on the “Legal business structures: an overview” page, offering tips and a comprehensive breakdown of your options. This is your compass for navigating the labyrinth of legalities, ultimately paving the way for a business structure that aligns seamlessly with your aspirations.

For more information about legal structures for your business in the Netherlands check this article here.

  • Legal entity: Notary

When establishing a legal entity in the Netherlands, before registering to KVK you need to go to a notary. The notary is responsible for overseeing the registration process in the Dutch Business Register with the KVK (Chamber of Commerce).

  • UBO’s

Every EU member state is obligated to maintain a UBO(Ultimate Beneficial Owner) register, and in the Netherlands, this registration is facilitated through the Chamber of Commerce (KVK). For entities mandated to enroll in this registry, it is mandatory to input a minimum of one UBO. The registration process can only be initiated by an authorized signatory within your organization. Newly established entities that fall under the requirement to register UBOs must fulfill this obligation during their initial registration with either the Chamber of Commerce or a civil-law notary.

Step 2: KVK registering

There are 3 possible moments to register with KVK:

· No later than 1 week after starting your business;

· 1 week prior to starting your business;

· Earlier. In that case, the registration (with the KVK number) will become official 1 week prior to the start of your business. You do not have to visit KVK again.

  • Fill in the forms

Prior to your company registration with the KVK, you can streamline the process by completing the online form. This involves providing the following information: your personal information, your business contact information, a description of your company.

  • Make an appointment at KVK office

You have the option to schedule your registration appointment online or by calling +31 88 5851585 (press 9 for English). Please note that if you have a sole proprietorship or a partnership, you must visit a KVK office in person for registration.

  • Bring the lease contract, the forms and ID. If applicable bring Business permit or Diploma. You do not usually need a separate qualification to set up a business in the Netherlands. However, certain professions do require professional qualifications.
  • Pay the registration fee

At your appointment, you will be provided with your KVK registration and a unique KVK number. Please note that there is a one-time registration fee of € 75 associated with this process, which must be paid using a debit or credit card; cash payments are not accepted.

After registration, you receive a VAT number and a tax return form from the Tax Administration.

Registering as an employer

If you're gearing up to hire your first employee, it's crucial to complete the necessary registrations. Here's what you need to do:

  1. Register as an employer with the Dutch Tax and Customs Administration. This registration will provide you with a payroll tax number, which is essential for deducting payroll tax from your employee's salary and fulfilling your tax obligations.
  2. Notify the Netherlands Chamber of Commerce KVK about your staff expansion using the change form 14. Remember, it's vital to keep KVK informed of any staffing changes as they occur to ensure your business remains compliant with regulations.

Now that you're well-informed about the significance of proper registration and the steps involved, you're ready to take the Dutch business world by storm. Your journey to registering a company in the Netherlands is an exciting one, and we wish you the best of success as you embark on this path.

DISCLAIMER: The information provided in this text is of a general nature and should not be considered a substitute for seeking specialized advice tailored to specific situations. It is important to consult with relevant experts or professionals to address individual circumstances accurately and comprehensively.