Change your business into a private company with limited liability

Suppose you are considering contributing your company in a private company with limited liability. The reasons to do so may be limiting liability or ensuring the continuity of the company. A private company may also be more advantageous in case of a future sale of the company. Finally, the tax burden may be lower when the company is operated in the form of a private company. Our specialists will be happy to help you in your deliberations on whether or not to contribute your company in a private company.

How to proceed?

If you want to contribute the company into a private company with limited liability, there are two alternatives:

  • Taxable contribution: you settle with the Dutch Tax and Customs Administration on, among other things, the goodwill, hidden reserves and retirement reserve (discontinuation profit) of your company. Bargaining for a discontinuation annuity does not always have to lead to direct payment of income tax.
  • Untaxed contribution: there is no settlement of discontinuation profit. The future tax claim will be transferred to the private company.

Mazars can assist you with:

  • the deliberations on whether or not to contribute your company into a private company
  • determining the discontinuation profit
  • providing an insight into the consequences of taxable or untaxed contribution
  • implementing the contribution into the private company
  • the request with the mandatory calculations to the Tax and Customs Administration for the untaxed contribution

Want to know more?

Would you like to know whether contribution into a private company is advisable in your situation or know more about the various alternatives to make the contribution possible? If so, please contact Nick Brinkman by e-mail or by phone: +31 (0)88 277 19 00. He will be happy to help you.

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