Most of the conditions that have to be met for setting up and doing business through a BV also apply to a NV.
We will not go into further detail about the NV, but will focus on the BV. A BV is a legal entity. This means that the BV is a legal subject with its own rights and obligations.
■ The incorporation of a BV must be done by notarial deed containing the articles of association of the corporation.
■ The minimum paid-up capital is EuR 18,000 (for an NV the minimum paid-up capital is EuR 45,000. This contribution can be done in cash or in kind. The shares of a BV are not freely transferable, but the shares of a NV are.
■ The BV has to be registered with the Dutch Chamber of Commerce. It also has to file its annual report yearly at the Chamber of Commerce.
■ A BV or NV can also be incorporated by means of a (cross-border) legal merger.
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A practical guide designed to give a general overview of the country and of the major applicable regulations for doing business in the Netherlands.