Last week, the commercial department of Legal Notes travelled to Amsterdam to provide support to the companies it works with there.
It also took advantage of the occasion to meet with its Dutch partners and update some notes on the characteristics and requirements for setting up a BV, an increasingly frequent operation among Spanish entrepreneurs.
For this reason, Legal Notes, in collaboration with Dutch law firms, provides support in the incorporation of a limited liability company in the Netherlands.
Within the incorporation process, it is important to highlight some of the characteristics of the BV, among which are the following:
- The liability of the partners is limited to the capital contributed.
- It is the most common form of company in the Netherlands.
- No nationality requirement for shareholders.
- Accounts must be audited and disclosed to the Chamber of Commerce.
It is important to note that a BV must file annual returns with financial statements with the tax authorities. Normally, the financial statements must be audited. However, there is an exception where a BV can meet two of these three criteria:
- The average number of employees of the BV is less than 50;
- The BV’s total assets are less than EUR 6 million; or
- The BV’s annual turnover is less than EUR 12 million.
Among the documentation required for this process, the following will be needed:
- Identification, contact information, marital status and identity documents of each shareholder if a natural person; and/or
- The incorporation documents – by-laws and registration with the Chamber of Commerce of each shareholder if a legal entity;
- Identification, contact information, marital status and identity documents of each Director if a natural person; and/or
- The documents of incorporation-statutes and registration with the Chamber of Commerce of each Director, if a legal entity;
- The intended name, location and address of the BV company;
- The purpose of the Company (BV);.
- The amount of the share capital and the contribution of the shareholders;
- Relationship between the shareholders in terms of voting power (voting or non-voting);
- Roles and representative capacity of the directors;
- Signed UBO form