Netherlands company formation (2026): Dutch BV setup, tax and costs

Founders & Company Structures
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Netherlands company formation for most founders means a BV (besloten vennootschap), the Dutch private limited company. A civil-law notary draws up the deed and registers the BV with the Chamber of Commerce (KVK), the minimum capital is €0.01, and the KVK registration fee in 2026 is €85.15. Profits are taxed at 19% up to €200,000 and 25.8% above that. The Dutch BV is a solid choice if you live in the Netherlands or need an EU holding company. It is a poor choice if you want a low-tax home for a nomad business.

Last checked: October 2026

In short:

  • Setup runs through a notary (typically €500 to €1,500) plus a one-off KVK fee of €85.15. There is no real minimum capital: €0.01 is enough.
  • Corporate tax is 19% on the first €200,000 of profit and 25.8% above. Dividends carry 15% dividend tax. Dutch-resident shareholders with 5% or more then pay box 2 tax of 24.5% on the first €68,843 and 31% above, with the 15% credited.
  • The participation exemption makes a BV a useful EU holding company. But since 2024, dividends paid to affiliated companies in listed low-tax jurisdictions, including the UAE and the Bahamas, face a 25.8% conditional withholding tax.

How to set up a BV

Per KVK and the government portal business.gov.nl, the process is:

  1. Notary. A Dutch civil-law notary drafts the deed of incorporation, the articles of association and the shareholders’ register. Business.gov.nl puts notary fees at €500 to €1,500.
  2. Registration. The notary registers the BV in the KVK Business Register and records its ultimate beneficial owners (UBOs) in the UBO register.
  3. KVK number. KVK posts a letter with your KVK number to the registered address.
  4. Tax. The Tax Administration (Belastingdienst) contacts you within about 2 weeks, including for VAT.
Item 2026 figure Source
Minimum capital €0.01 business.gov.nl
Notary fee €500–€1,500 (varies by notary) business.gov.nl, KVK
KVK registration fee €85.15 one-off, indexed yearly KVK
Annual accounts Must be filed with KVK each year business.gov.nl
Business bank account Mandatory for a BV business.gov.nl

Notary quotes vary, so get two or three. Add accounting and payroll costs every year. These are not covered by the figures above.

Directors’ liability. The BV is normally liable for its own debts. Business.gov.nl lists exceptions. A director can be personally liable for poor management, if the BV isn’t registered, or for loans they personally co-signed.

The UBO register in 2026

Every BV must register its UBOs. The notary handles this at incorporation, and you update it later through My KVK. What changed is who can see the data. On 22 November 2022 the Court of Justice of the EU ruled that fully public UBO registers breach privacy rights, and KVK closed public access. Per Bird & Bird, obliged entities still have to file. Notaries and some professionals keep access, and new legislation is meant to define who else can see it. We could not confirm whether that legislation has taken effect as of October 2026, so treat UBO data as filed but not public.

Corporate income tax: 19% and 25.8%

PwC’s Netherlands summary (reviewed 29 May 2026) gives the rates:

Taxable profit Rate
First €200,000 19%
Above €200,000 25.8%

So €200,000 of profit costs €38,000 in corporate tax. €300,000 costs €38,000 plus €25,800, or €63,800.

Residence. Companies incorporated under Dutch law are treated as Dutch tax resident, per PwC. You can’t incorporate a BV and argue it is resident somewhere else for Dutch purposes, though treaty tie-breakers can still matter. A BV run from abroad can also create a tax presence in the country where you actually manage it. For how that plays out, see Where to incorporate as a digital nomad: US LLC, UK, Estonia, UAE and Tax residency explained: why the 183-day rule is a myth for most countries.

Getting money out: dividend tax and box 2

Dividend tax. Dutch BVs withhold 15% on dividends. A Dutch-resident shareholder offsets this against their income tax, per the Belastingdienst. Non-residents may get a reduction or refund under a tax treaty.

Box 2. A shareholder with a substantial interest (5% or more) who lives in the Netherlands pays box 2 income tax on dividends. According to PwC, the 2026 rates are 24.5% on the first €68,843 and 31% above.

Worked example: a Dutch-resident sole owner, €100,000 of profit after salary, all paid out.

Step Amount
Corporate tax at 19% €19,000
Dividend paid €81,000
Box 2 at 24.5% on €68,843 €16,867
Box 2 at 31% on €12,157 €3,769
Total tax (CIT + box 2, with the 15% dividend tax credited) about €39,635, or 39.6%

That is a high rate for a small company. It is also why Dutch founders tend to leave profits in the BV or in a holding BV rather than paying them out every year.

The DGA salary rule (gebruikelijk loon)

If you own 5% or more and work for your BV, you are a director-major shareholder (DGA). Business.gov.nl says your salary must be in line with market conditions. You can’t pay yourself nothing and take only dividends.

For 2026 the customary salary is the highest of three amounts, per SRA:

  1. The salary for the most comparable job elsewhere.
  2. The highest salary paid to other employees of the BV or affiliated companies.
  3. €58,000 (up from €56,000 in 2025).

You can set a lower salary if you can show the comparable market wage really is lower. Expect the Belastingdienst to question it. The salary goes through payroll and is taxed in box 1. For a small one-person BV, this rule often wipes out much of the tax gain of incorporating.

The holding company angle

The usual Dutch setup has two layers: a holding BV owned by you, and an operating BV owned by the holding. This is where the Netherlands is strong.

  • Participation exemption. A Dutch company holding at least 5% of a subsidiary is exempt on dividends and capital gains from it, as long as the stake is not held as a portfolio investment. PwC notes that even a portfolio-type holding can qualify if the subsidiary is taxed at an effective rate of at least 10%, or if no more than about 50% of its assets are portfolio investments. Anti-mismatch rules deny the exemption if the subsidiary deducted the payment.
  • Conditional withholding tax. This is the catch for nomads. Since 1 January 2021, interest and royalties paid to affiliated companies in low-tax jurisdictions have been subject to an extra withholding tax. From 1 January 2024 dividends are too (Meijburg). It applies to jurisdictions with a statutory corporate rate below 9% and to those on the EU non-cooperative list. The rate is 25.8% in 2026 (PwC). PwC’s list includes the Bahamas, Bermuda, the Cayman Islands, Panama, Russia and the UAE. A Dutch BV owned by your UAE free zone company is therefore an expensive structure.

For the wider question of when a holding company is worth it, see Holding company for founders (2026): how it works and where to set one up. If you’re comparing EU holding locations, Cyprus is the obvious alternative (Cyprus company formation (2026): the 15% tax, non-dom and setup steps).

VAT

The Netherlands charges 21% standard VAT and 9% on some goods and services, per business.gov.nl. Some supplies to businesses in other EU countries are zero-rated. The small business scheme (KOR) exempts businesses with turnover below €20,000 a year. If you use it, you charge no VAT and file no VAT returns, but you can’t reclaim VAT on costs.

The 30% ruling (now the expat ruling)

The 30% ruling lets an employer pay a tax-free allowance to staff recruited from abroad who meet a salary threshold. It matters if you move to the Netherlands and employ yourself or key hires through the BV. The current rules:

  • The phased 30/20/10 cut announced earlier was scrapped in the 2025 Tax Plan (Grant Thornton).
  • The maximum stays 30% through 2026 and drops to 27% from 1 January 2027 (BDO, September 2026).
  • People who had the ruling before January 2024 keep 30% for their full term. Those who started from 2024 move to 27% in 2027.
  • The 2027 salary threshold is €50,436 for employees aged 30 and over.

We could not confirm the exact 2026 salary threshold from an official source. Check with the Belastingdienst before you apply.

Banking

A BV must have a business bank account. According to business.gov.nl, banks ask for ID, proof of address, the KVK extract, UBO details, articles of association or shareholder register, and a list of the countries you do business in. Non-EU owners may also be asked for a Dutch visa or residence permit. Some banks want a Dutch home or business address, though some accept a foreign address if at least one owner lives in the Netherlands. Approval typically takes 2 to 8 weeks. Business.gov.nl links to a Dutch Banking Association quick scan you can run before you apply. If a Dutch bank says no, see Offshore bank account (2026): what’s legal, costs, where to open for other options.

Substance and who it suits

Suits:

Doesn’t suit:

  • Nomads who will not live there. Your place of management can make the company taxable where you sit, and you still pay Dutch corporate tax in full.
  • Structures owned from the UAE, the Bahamas or other listed low-tax jurisdictions, because of the 25.8% conditional withholding tax.
  • Small one-person consultancies that will pay out every euro. The €58,000 salary floor and box 2 make the total tax take high.

Related guides: Holding company for founders (2026): how it works and where to set one up · Where to incorporate as a digital nomad: US LLC, UK, Estonia, UAE · DAFT visa (2026): the Dutch-American Friendship Treaty explained · Tax residency explained: why the 183-day rule is a myth for most countries · Cyprus company formation (2026): the 15% tax, non-dom and setup steps

Quick answers

Q: How much does it cost to set up a Dutch BV?
The legal minimum is small. Capital can be €0.01 and the KVK registration fee is €85.15 in 2026. The main cost is the notary, typically €500 to €1,500 according to business.gov.nl. Budget separately for an accountant, payroll for the director’s salary, and annual filings, which cost more than the setup.

Q: What is the corporate tax rate in the Netherlands in 2026?
It is 19% on the first €200,000 of taxable profit and 25.8% on profit above that, per PwC’s summary reviewed in May 2026. Dividends then carry 15% dividend tax. A Dutch-resident substantial shareholder also pays box 2 tax of 24.5% on the first €68,843 and 31% above, with the dividend tax credited.

Q: Can a non-resident own a Dutch BV?
Yes. The KVK and business.gov.nl setup steps do not require a Dutch-resident owner. In practice, notaries and banks run full checks on non-residents, and some banks want a Dutch address. If you manage the BV from another country, that country may tax it too. Dividends to affiliated companies in listed low-tax jurisdictions face 25.8% conditional withholding tax.

Sources

This is general information from the Nomad Forums team, not legal, tax or financial advice. Rules change; check the official source or a qualified adviser before acting.

Over to you: If you’ve set up a BV as a non-resident, what did your notary charge, and which bank opened the account? And for those running a holding BV, has the conditional withholding tax changed how you structure things?

Best country to incorporate as a digital nomad (2026): 15 options compared
DAFT visa (2026): the Dutch-American Friendship Treaty explained