If you want to start a business in the Netherlands, make sure you’re starting off right by learning all about the laws, regulations and guidelines to becoming a new freelancer, entrepreneur or business owner as an expat.
This guide to starting a business in the Netherlands, provided by INCO Business Group, explains the process for expats interested in learning how to set up a business, become an entrepreneur or start as a freelancer in the Netherlands.
INCO Business Group
INCO Business Group is a corporate service provider which helps foreign investors set up companies in the Netherlands. They offer a wide ranges of services, from the formation of the B.V. (Dutch private limited company), to bookkeeping, and more. They manage over 200 companies and have offices in Breda, Amsterdam, and Rotterdam.
- Who can start a business in the Netherlands?
- Legal structures for businesses in Netherlands
- How to start a business in the Netherlands as an expat
- Setting up an offshore company
- Business administration in the Netherlands
- Corporate and business taxes in the Netherlands
- Business insurance in the Netherlands
- Useful resources for Dutch business owners
Who can start a business in the Netherlands?
Almost anyone can start a business in the Netherlands, but the procedure may be slightly different depending on whether you need a visa or work permit – in other words, whether you are from the European Union or whether you are a third-country national.
EU/EEA/Swiss citizens moving to the Netherlands don’t need to obtain a residence permit (MVV) or work permit (TWV) regardless of the type of business they want to start.
This includes citizens from Belgium, Bulgaria, Cyprus, Denmark, Germany, Estonia, Finland, France, Greece, Hungary, Ireland, Iceland, Italy, Latvia, Liechtenstein, Lithuania, Luxembourg, Norway, Malta, Austria, Poland, Portugal, Romania, Slovenia, Slovakia, Spain, the Czech Republic, the United Kingdom, and Sweden.
Swiss nationals are – under certain circumstances – classified as equal to EU/EEA citizens, where their employers are exempt from requiring a separate Dutch work permit. Newer EU members, however, are still required to obtain a Dutch work permit, currently applicable to citizens from Bulgaria and Romania.
A personal registration number (BSN) is usually issued to EU/EEA/Swiss citizens following their registration with the local municipality. The BSN acts as a social security number as well as a tax number.
Non-EU/EEA/Swiss citizens who are looking to start a business or become self-employed will typically need to follow Dutch immigration procedures and obtain a residence permit (MVV) or work permit (TWV).
The residence permit for an independent entrepreneur requires proving your business serves an essential Dutch interest and earning a certain number of points in a points-based application. However, those from the US and Japan are exempt from the points-based system via certain treaties and can follow a less rigorous process.
Read even more information in our guide to visas for freelancers in the Netherlands.
Start-up visa for expats
There is another option for non-EU/EEA/Swiss citizens: the Dutch start-up visa. Start-ups in the Netherlands have become incredibly popular in recent years, with the number of start-up investment deals totaling some €500 million in 2018, according to some reports.
The start-up visa in the Netherlands allows non-EU citizens to set up a company in the Netherlands with the hopes of a successful, lucrative business. The visa gives international entrepreneurs a one-year period to launch their businesses, allowing time for expats to learn the Dutch business environment, grow their client base, and so on. There are various requirements for the start-up visa, such as working together with an experienced Netherlands-based mentor and providing a detailed business plan. Learn even more information about the start-up visa on the Dutch government website.
Legal structures for starting a business in the Netherlands
The Netherlands has different regulations and legal forms for different business structures. Freelancers are typically sole trader/single-person businesses, whereas larger companies are often considered a private limited company or BV.
The two most common legal forms (rechtsvormen) are unincorporated business structures and incorporated business structures.
Unincorporated business structures
Unincorporated businesses are known as rechtsvormen zonder rechtspersoonlijkheid (legal forms without incorporation), meaning you are responsible for your business income and potential debt. In other words, there is no distinction between your private assets and business assets.
The different types of unincorporated businesses are:
- Sole trader/single-person business (eenmanszaak or ZZP, zelfstandige zonder personeel)
- Limited partnership (commanditaire vennootschap or CV)
- General partnership (vennootschap onder firma or VOF)
- Commercial/professional partnership (maatschap)
Becoming a freelancer – or ZZP’er as they are called in the Netherlands – is popular in the country, with nearly two million registered freelancers in 2018, according to a report from the Dutch Chamber of Commerce (Kamer van Koophandel, or KVK). Dutch freelancing is so strong, in fact, that the Dutch government launched the start-up visa program in 2015 that allows foreigners to start a company in the Netherlands.
Incorporated business structures
With incorporated businesses, or rechtsvormen met rechtspersoonlijkheid (legal forms with incorporation), you have separate accounts and protection from your business debts.
The different types of incorporated businesses are:
- Private limited company: ltd. and Inc. (besloten vennootschap or BV)
- Public limited company: plc. and Corp. (naamloze vennootschap or NV)
- Cooperative and mutual insurance society (coöperatie en onderlinge waarborgmaatschappij)
- Foundation (stichting)
- Association (vereniging)
Legal requirements differ between the business structures. A single-person business, for example, can be set up without notarized documents (although company registration is still mandatory), whereas a larger company (BV or NV) requires a notarial deed of incorporation.
Both BVs and NVs also have shareholders, and NVs require a minimum initial business capital of €45,000. The capital requirement was abolished for BVs in 2012, although start-up costs are estimated at around €1,500–2,500 and higher, depending on the business structure and business size.
The main difference between partnership structures is that a professional partnership (maatschap) is a form of cooperation between professionals, rather than a cooperation for the purpose of doing business (like CVs or VOFs). In any case, we recommend seeking expert advice. If you and a friend are starting a T-shirt company, for example, you would consider a commercial/professional partnership (maatschap), but if you’re starting a non-profit for the homeless, you would consider a foundation (stitching).
Read more information on business structures in the Netherlands at the Dutch government website.
Starting a business in the Netherlands as an expat
Starting a business in the Netherlands starts with the name. You must choose a name for your business even if you are working as a sole freelancer – some use their own name, but some come up with one to describe the business. Regardless, the name of your business must be unique. To check existing registered trademarks, you can contact the Benelux Office for Intellectual Property (BOIP, or Benelux-Merkenbureau) or search the Dutch Chamber of Commerce.
Register at the Chamber of Commerce
To officially open a business in the Netherlands, you’ll need to visit the KVK. You can make an appointment online and fill out a registration form prior to the appointment. Although the form must be written in Dutch, the Chamber of Commerce provides English translations of all business registration forms.
You’ll need to bring around €50 for the registration fee, a valid form of identification (residence permit, Dutch driving license or passport) and a business name, as well as proof of knowledge/certification of what type of business you will be registering.
Depending on the type of business, you may also be asked to show:
- A detailed business plan
- A recent bank statement (less than 30 days old)
- For home offices, a proof of your home address
- A rental contract (or official letter of intent) if hiring a premises
Most solo freelancers opt for an unincorporated business structure (eenmanszaak), but as there are many different legal forms of businesses in the Netherlands, it’s important to know which is right for you.
Once your registration is approved, you will be given a unique company registration number (your KVK number).
Register at the IND
Citizens from EU/EEA countries must register at the Dutch immigration service (Immigratie en Naturalisatiedienst or IND). They will issue a special ‘Burger van de Unie’ stamps in their passports. You can contact the IND for more information on the conditions.
All other expats registering a new business in the Netherlands will automatically receive a VAT number (BTW nummer) and a letter from the Dutch tax office. You will need this number when issuing invoices and purchasing goods for your own business.
Setting up an offshore company
If you are considering setting up an offshore company, i.e. one that is registered, established or incorporated outside of your country of residence, there are several major pros and cons you need to bear in mind.
Offshore incorporation is a straightforward process in all of the popular offshore financial centers and tax havens around the world. They can provide a wide range of benefits to the company and company principals.
Business administration in the Netherlands
As a freelancer, it’s vital to keep up with all aspects of your business’ administration in the Netherlands. This includes invoices, bank statements, contracts, and business expenses, as required by the Dutch tax authority. Invoices require a certain format and must contain specific information. Online accounting software can be helpful for doing this personally. However, you can also ask the assistance of a certified Dutch accountant for both administrative needs and paying taxes.
A legal invoice (factuur), for example, must include:
- Date of invoice and a unique sequential number
- Date of delivery, service, or when a payment was made (if different from the invoice date)
- Your client’s name and address
- KVK number
- Your VAT number and amount of payable tax
- If applicable, the nature and quantity of goods or services (excluding VAT)
Corporate and business taxes in the Netherlands
Self-employment taxes in the Netherlands
Dutch corporate tax must be paid by sole proprietors (ZZP) as well as companies. According to the Ministry of Finance, “natural persons (such as the self-employed) pay tax on their profits through their income tax returns”. Read our guide to doing your taxes as a self-employed person in the Netherlands.
Self-employed workers in the Netherlands are responsible for registering their business with the Dutch tax authority (Belastingdienst) and submitting their own tax returns. Corporate taxes in the Netherlands can seem complicated for the self-employed. In a nutshell, income tax must be filed annually, while value-added tax (BTW), also known as turnover tax, must be filed quarterly.
Paying income tax
Self-employed workers must pay annual income tax and file a tax return declaring all taxable income from the year. Taxable income consists of your business profits (revenue minus any deductible expenses, such as equipment, travel and materials), salary from employment contracts, and freelancing as a secondary activity. Read more about doing your income tax return in the Netherlands.
To offset some of the costs of starting a business in the Netherlands, the country allows private entrepreneurs a number of extra tax deductions: the Entrepreneurs Deduction (ondernemersaftrek), as well as a general tax credits and labor tax credits.
The Entrepreneurs Deduction allows for the following tax exemptions:
- The general self-employment deduction allowance (zelfstandigenaftrek)
- Research and Development activities (aftrek voor speur- en ontwikkelingswerk)
- Co-operating partner deduction (meewerkaftrek)
- Start-up deduction in case of disability (startersaftrek bij arbeidsongeschiktheid)
- Liquidation deduction (stakingsaftrek)
To file VAT returns, you must get your VAT number from the Dutch Tax Service; unincorporated businesses/ZZP can receive their VAT number when registering their Dutch business at the KVK. Currently, the standard VAT rate in the Netherlands is 21%. It is your responsibility to request an additional 21% on each invoice sent to clients. You generally must only charge VAT to clients in the Netherlands; clients outside the Netherlands do not require that you charge VAT.
To ensure you pay VAT on time, Dutch law requires sending a dated invoice no later than the 15th day of the month following the one in which you completed the good or service for a client. You file VAT returns electronically, no later than one month after the last day of each quarter. That is also when you pay any additional owed VAT. After registering at the KVK, self-employed workers will receive a letter in the mail with their username and password. These allow access to the tax website, where you can view the status of your tax return or file a digital tax return.
Business insurance in the Netherlands
As a self-employed worker, you are responsible for your pension as well as all business and personal insurances. Various types of personal and professional insurance need to be considered. These include Dutch health insurance, unemployment insurance, and business liability insurance. The latter is sometimes required by clients, especially when working through recruitment agencies.
You can read more about the various types of insurance in our guide to business insurance in the Netherlands.
Useful resources for Dutch business owners
Starting a business in the Netherlands is no easy task, and for an expat, it can be even harder. But with the right resources — including Expatica — you can safeguard your self-employment.
- Dutch Chamber of Commerce offices, including the KVK office in Amsterdam
- Dutch government website (in English)
- Forms for business registration at the KVK (in English)