Jurisdiction The Netherlands
The Netherlands is located in Western Europe, bordering the North Sea, between Belgium and Germany. The Netherlands is part of the Kingdom of the Netherlands, which consists of the Netherlands, Aruba, and the Netherlands Antilles. It has a prosperous and open economy, depending heavily on foreign trade. It does continue to be one of the leading European nations for attracting foreign direct investment. The Netherlands has the 16th largest economy in the world and ranks 10th GDP income. The Netherlands is the founding member of NATO, OECD, and The European Union. As a member of the EU, is provides an attractive opportunity for International businesses.
There are a number of corporate structures possible in the Netherlands:
The Dutch B.V. (Besloten Vennootschap) is a private limited liability company, which can be used as an international holding or finance company. The company is owned by shareholders. The B.V. is often used as an intermediate company.
There are some requirements for the establishment of the B.V.:
- One shareholder is required;
- One Director is required;
- Director´s meeting must be held annually. These can be held anywhere in the world;
- Incorporators must identify themselves. The incorporator can be a legal entity or an individual;
- Shares can only be issued in registered form;
- There is a minimum capital needed to establish this entity.
The Dutch N.V. (Naamloze Vennootschap) is a public limited liability corporation that is owned by the shareholders. Unlike the B.V., the shareholders are not directly known. The shares can be registered or bearer shares. Generally, N.Vs are used for large publicly held companies.
The Dutch Private Foundation (´Stichting´), by virtue of law, is not allowed to have as aim the making of profits. A notarial deed is required for its incorporation. A Stichting can be used in a corporate environment, for instance as a foundation which holds shares in a company and issues depository receipts in exchange.
A CV (Commanditaire Vennootschap) is a limited partnership concluded between one or more general and silent partners. It is concluded before a Dutch notary. The CV can be used for direct investments in real estate or in portfolio investments or for trading purposes such as the receipt of management fees or commissions.
For more information please contact:
HBM Netherlands B.V.
Dr. Willem Dreesweg 2 Suite 75b
1185 VB Amstelveen