🇳🇱 How to Set Up a Company in the Netherlands: A Guide for Entrepreneurs
Your step-by-step guide to setting up a business in the Netherlands: from BV incorporation to banking, accounting, and taxes.
Often regarded as one of the most globalized economies in the EU, the Netherlands is a strategic choice for founders building internationally. It is a great pick for those targeting the European market or planning for long-term tax efficiency.
Its core strength? A corporate structure that makes scaling a group of companies both streamlined and tax-efficient. From the powerful participation exemption to R&D credits and expat tax incentives, the Dutch BV offers tools that can unlock serious value for global startups.
This post is a practical, founder-friendly guide built to answer three essential questions:
Why Incorporate in the Netherlands? We break down the tax benefits, participation exemption, innovation incentives, and what makes the Dutch BV a strong vehicle for holding companies and group structures.
How to Incorporate a Dutch BV and Open a Bank Account? From choosing a notary to securing a Dutch IBAN, this section walks you through the incorporation process, banking options, timelines, and key legal steps—no fluff.
Who to Work With: Tools & Service Providers? A curated list of notaries, law firms, banks, and accounting platforms that are startup-friendly, cost-efficient, and experienced with Dutch BVs.
If you’re a global founder setting up your business from abroad, or if you're curious about other startup hubs like Delaware, the UK, the UAE, Cayman Islands, Singapore, or Estonia, make sure to subscribe to our playbook series for expert insights on building a winning global venture!
Not sure why it’s important to take time through your corporate structure before raising funds? Read our post “Where to Incorporate Your Holding Company?”
Why Incorporating in the Netherlands?
The NL stands out for its tax efficiency, making it a prime destination for founders looking to build and scale in Europe - whether you're a Dutch entrepreneur or a global founder seeking a European HQ.
The Participation Exemption: the NL’s Killer Feature 💎
The “Participation Exemption” grants a Dutch BV a full exemption from corporate income tax on all capital gains and dividends received from companies in which it holds at least a 5% stake.
This has two benefits:
a BV enables you to manage a corporate group in a highly tax-efficient manner.
as a founder, you can structure your ownership through a personal BV - meaning that when you sell your company, the proceeds passed to your BV are entirely exempt from corporate income tax (but to take advantage of this, you must be a Dutch tax resident). Check out the section “Turbocharged Tax Benefits for Dutch Residents” for more details.
Tax Perks for All Founders
Founder tax considerations aside, a Dutch BV is a powerful tool for managing a corporate group tax-efficiently.
Participation Exemption combined with +100 tax treaties 🔥
The Participation Exemption prevents a Dutch BV from being taxed when they bring home profits from their subsidiaries. However, the country where the profits were generated may still apply a tax before sending the funds to the NL - this is called withholding tax.
This is where the NL's extensive network of +100 tax treaties comes into play. These treaties reduce or even eliminate the withholding tax that other countries charge. For example, Germany normally applies a 15% withholding tax on dividends, but under the Netherlands-Germany tax treaty, this can drop to 0%.
Low Corporate Tax with the Innovation Box
The NL offers a standard corporate tax rate of 19% on profits up to €200k and 25% beyond that. However, under the Innovation Box regime, this can be further reduced to just 9% if your profits are linked to R&D activities - like developing the core technology of your startup 🧑🔬
R&D & Expats Tax Breaks
The NL offers two additional perks for startups that are scaling, investing in R&D, or looking to attract top international talent 🙌
1. R&D Tax Benefits
If you’re developing research and technology the in NL, the WBSO program can significantly reduce your payroll tax burden.
How does it work?
WBSO lets startups directly deduct a percentage of R&D-related wages from the payroll tax owed to the Dutch tax authorities - and it’s simple enough to handle without external help 💪
How much can you claim?
On the first €350,000 of eligible R&D wage costs:
✅ get a 32% reduction (or 40% if you're a new startup) directly off your payroll taxAbove €350,000:
✅ still benefit from a 16% reduction on additional qualifying R&D wage costs
2. Expat Tax Break
If you're relocating international employees to the NL, you'll benefit from a generous incentive: the 30% Ruling!
This allows relocating employees to receive 30% of their salary tax-free for up to 5 years (capped at a €240K salary).
Turbocharged Tax Perks for Dutch Residents
For Dutch tax resident founders, the tax advantages shift into high gear. By structuring your ownership through a Personal BV you can sell your company tax-free at the corporate level. Tax is only triggered when you withdraw funds, offering maximum financial flexibility.
💡 In practice, it means that taxes are deferred until you take the proceeds out of your BV- whether to angel invest or pay yourself an annual dividend. At that point the gain is then taxed as personal income (between 24.5% and 31%).
What are the tradeoffs? More Admin & a “Real Presence” Requirement
There’s no way around it - doing business in the Netherlands comes with extra red tape.
If you’re dealing with shares (raising capital, transferring ownership), you’ll generally need a notary and a formal shareholder meeting. While this may feel cumbersome, it reinforces the Netherlands’ reputation for structure, predictability, and regulatory rigor.
Your business must have a “real presence” in the country - what’s known as the “substance requirement”.
You should be prepared for heavier admin 😮💨
notary involvement in key decisions
no self-serve legal tools
no equivalent to the NVCA or BVCA form financing documents
strict governance & substance requirements
no standardized ESOP framework
💡 Fundraising & Corporate Governance Tip: consider pooling angel and smaller investors into a Dutch foundation (STAK). The company’s directors control the STAK’s board, keeping decision-making streamlined while allowing investors to retain economic rights without governance control.
How to Incorporate a Dutch BV?
We’ll break down what to expect and guide you through the steps.
But first, do you even know what’s a Dutch BV?
What is a Dutch BV?
A Dutch BV is the Netherlands’ equivalent of a C-Corp (US) or Ltd (UK). It’s the go-to corporate structure for high-growth companies because it offers:
limited liability – protects founders from personal liability.
flexible ownership – can be structured for fundraising and tax efficiency.
tax advantages – including the Participation Exemption (more on that in a second).
The Step by Step Guide
Incorporation
Unlike the UK or Delaware, you can’t do this solo - you’ll need a notary. But here’s the good news:
✅ Incorporation is fast—typically done within 24 hours
✅ No Dutch-resident directors required
✅ No minimum capital required
✅ Dutch address needed (virtual is fine!)
👉 If you’re setting up a subsidiary, be ready for some extra KYC, like a “lawyer’s letter” to verify your parent company’s structure.
TL;DR: your notary does most of the work. Here’s what you’ll need to do:
Pick a notary 🧑⚖️ → See the end of this post for some recommendations. Fees range depending on the service, e.g. c.€700 for simple setups (1 shareholder/director) or approx. €1,000 for more complex structures.
Pick a company name 🏷️ → check availability via the KVK name register (your notary then registers it for +€50).
Get a registered address 🏢 → You’ll need a Dutch address (virtual works!). Virtual providers cost €65+/month (e.g. Regus, WeWork, and Spaces). Some notaries can provide this too at an additional cost.
Draft your Articles of Association 📄 → These outline your governance + shareholder rights. The notary handles this.
Incorporate your company ✍️ → The notary submits everything digitally – no in-person appearance needed. Done ~24 hours!
Registration with tax authorities 🧾 → Your notary can register you with the Dutch tax authorities (VAT + Tax ID included).
💡 Pro Tips:
If you need a shareholders’ agreement, it’ll cost extra (> €1,000) and requires a lawyer. Ensure your notary and lawyer align to avoid conflicts - or simplify things by using a law firm with an in-house notary (we recommend some at the end of this post).
Documents are usually in Dutch. Want them in English? Notaries charge extra -Google Translate / ChatGPT works just fine 😉
Incorporation as a Service
Platforms like Firm24 and Ligo bundle the process (notary, templates, guidance), but…
📞 Expect to pay ~€100 for an induction call (usually credited to your final invoice)
💸 Custom needs = higher cost than going direct to a notary
They’re great if you want a plug-and-play setup – some may even help you choose a bank. But if you want to save € and still keep it smooth, going directly to a notary works just as well.
Opening a Dutch Bank Account
Do you need one? Yes. If you're operating in the Netherlands, having a Dutch IBAN makes your life 10x easier.
💡IBAN = International Bank Account Number → It’s used across Europe to make sure payments land in the right place – fast, safe, and without errors (global equivalent = SWIFT).
Shado approach 😇: Start with a neo-bank that offers a Dutch IBAN to avoid admin headaches later. If you can’t get one because you don’t meet eligibility requirements – go with your local bank to begin with, but start planning your switch ASAP.
Got the gist? Let’s dive into the details – whether you’re a European resident or not, we’ll walk you through your banking options.
🇪🇺 European residents
If you’re a European resident, opening a Dutch bank account is fairly straightforward – but your options depend on whether you have a Dutch-resident director.
1. You have a Dutch Director ✅
Lucky you. You can open a Dutch bank account (traditional or neo-bank) relatively easily.
💡 Pro Tip:
Choose a traditional bank if you want full-service banking and solid credibility –but be prepared for more paperwork, slower onboarding, and potentially an in-person ID check.
Go neo-bank for speed, ease, and remote setup – perfect if you're early stage or testing the market.
👉 See the next section for our breakdown of the top providers!
2. You DON’T have a Dutch Director 🚫
No Dutch director means traditional banks won’t onboard you, unless you qualify for the Quick Scan program (more on this below).
In most cases, your best bet is to go with a neo-bank that offers a Dutch IBAN. They're more flexible and open to founders living outside the Netherlands.
💡 Quick Scan program: The Dutch Banking Association created this to help non-Dutch founders open accounts with traditional banks. To qualify, you’ll need to be:
✅ Working with the NFIA or a Recognised Facilitator
✅ In the process of registering with the KvK
✅ Applying for a Dutch residence permit
Check your eligibility here
⚠️ Can You Use a Non-Dutch IBAN? Technically, Yes – But…
Thanks to SEPA (Single European Payments Area), you can use a non-Dutch IBAN to run your Dutch BV (a.k.a. SEPA Loophole 🌀).
But in practice? It’s not worth the risk → Non-Dutch IBANs often trigger IBAN discrimination, leading to:
❌ Tax payments getting blocked or delayed
❌ No access to iDEAL, the main local online payment platform (Paypal of NL)
❌ Issues with Dutch payroll providers
👉 Bottom line: get a Dutch IBAN to avoid operational headaches.
🌎 Non-European residents
It’s not exactly smooth sailing 😞 . Neo-banks generally require you to be a EEA resident, but you can still apply for the Quick Scan program (see👆).
TL;DR: You’ll probably need to start with a non-Dutch IBAN in the short term while you work on a long-term local setup. If you’re applying for a Dutch residency, things will get easier soon!
Here are some short-term workarounds:
Use Your Local Bank 🏠 → If you’re outside the SEPA zone, you’ll be stuck with SWIFT payments – not ideal for day-to-day operations.
Open an Account in a Startup-Friendly Jurisdiction 🌐 → Heard of founders banking out of the US, Estonia, or Lithuania? These are founder-friendly and easier to work with remotely. In the U.S., SVB (now First Citizens Bank) is a popular pick.
Add a Dutch-Resident Co-Founder or Director 👥 → If banking is business-critical (e.g., you need iDEAL integration for your marketplace), consider bringing on a Dutch-resident co-founder or director to unlock local banking access.
🎁 Bonus: Not sure which banking route fits you best? Check the flowchart below to map it out. ⬇️
Who are the Go-To Service Providers & Tools?
Business banking 🏦
Traditional Banks
The "Big 3" Dutch traditional banks are Rabobank, ABN AMRO, and ING.
💡 Top choice: ING’s Startup Business Package includes 6 months of free banking. After that, your account automatically transitions to the Entrepreneur’s Package starting from €9.90 per month.
Neo-Banks
As mentioned above, for most founders, neo-banks that offer Dutch IBANs are your best bet. Our top picks? Revolut, Bunq, Finom and Moneybird.
See how these options stack up against each other below:
💡 Top choice: Revolut takes the lead for its solid pricing and flexible director eligibility, but if you plan to use Moneybird for accounting, bundling their business account makes it an easy choice.
Business Accounting 🧾
TL;DR: if you’re going beyond basic bookkeeping, go Dutch.
Bookkeeping
Just need to track expenses, send invoices, and keep things clean for your accountant? Quickbooks is your best bet. It starts at €5/month, integrates with most Dutch banks, and is trusted globally.
Full Accounting Setup
Go for Dutch-native platforms like Exact Online, Visma, and Moneybird.
They’re designed for BVs – easy integration with Dutch banks, direct tax filing with the Belastingdienst (Dutch tax authority), and offer add-ons like payroll and HR.
💡 Top choice: Start with Moneybird if your transaction volume is low (especially if you’re planning to use their business bank account). As your ops grow, you can bolt on extra services from the other providers or upgrade completely.
Notaries ✍️
Looking for a reliable, startup-friendly notary to get your BV off the ground? Here are our go-to picks:
Startup-friendly law firms with in-house notaries
Incorporating your BV as part of a funding round or need a tailored shareholders’ agreement? These law firms specialize in high-growth companies and have in-house notaries - two birds, one stone:
Startup-focused boutique law firm
Ingen Housz - although the firm doesn’t have an in-house notary, it has extensive experience helping companies get off the ground in the Netherlands.
Dutch tax advisor
Amstone – a top tax advisor helping founders relocate to the Netherland.
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Disclaimer: nothing in this blog post should constitute legal or tax advices, use it to educate yourself and hire experts.