The BV (besloten vennootschap), a closed corporation or private company with limited liability, is the most common form of incorporated business in the Netherlands.
You can set up a BV as an individual or with others, in which case the ownership is divided into shares. The shareholders of the BV hold the decision-making power of the company, but on a daily basis a BV is usually run by the company directors. You can be both a shareholder and a director, in which case you will be considered an employee acting on behalf of the company.
The BV in a nutshell
- Establishment: Notarial deed of incorporation
- Capital required: 0,01 euro plus notarial costs
- Governance: Executive board
- Other bodies: Shareholders (and potentially a board of directors)
- Liability: Board of directors in cases of negligence
- Social security: Yes, but no social security benefits for major stakeholders
- Taxation: Corporate income tax on profits, income tax for board member salaries, dividend tax, BTW and payroll tax (if you have employees)
BV owners and salaries
If you are the only shareholder and director in your BV you will then be referred to as the director and major shareholder, or DGA (directeur-grootaandeelhouder) in Dutch. As a DGA or majority shareholder, the Belastingdienst requires you to pay yourself a minimum annual salary from your BV, to prevent you from evading income tax by paying yourself a lower salary and instead distributing higher dividends (which are subject to a lower rate of taxation).
The size of this minimum salary is calculated based on one of the following three criteria (whichever is highest):
- Set amount: The DGA salary can be paid out as a fixed amount (56.000 euros in 2025).
- Highest-earning employee: If your company has other employees, the DGA salary must match or exceed the salary of the highest-earning employee.
- Comparable job salary: Alternatively, the DGA salary can be calculated in line with the salaries earned by other employees working in comparable positions within the industry.
If you can prove that your business has ongoing losses or the need for reinvestment (for instance during the startup phase), you may be able to pay yourself a lower salary.
2012 changes to BV requirements
In the past, entrepreneurs were required to have at least 18.000 euros capital to start a BV. However, in 2012 the Dutch government revised company law to make it easier to establish a BV. From October 1, 2012, founders are only required to put up 0,01 euros capital to establish their BV, and additional documents such as bank declarations and auditors’ certificates are no longer necessary.
If you want to start doing business before you have fully established your BV you can also set up a BVio (BV in oprichting or "BV in formation"). With this status you can trade, sign contracts and enter into business agreements, making clear to business partners that your company is still a BVio.
Your company will be registered as a BVio at the KvK and your notary will need to certify that they are processing the incorporation of your business. You must also be aware that you can still be held personally liable during the BVio phase.
The BV vs the eenmanszaak
When first starting a business, some entrepreneurs are undecided about whether a BV or an eenmanszaak is the best form for their company.
The eenmanszaak offers quick establishment, simple administration and tax breaks in the early years. It often best fits individual such as freelancers (ZZP’ers) and small business owners. On the other hand, if there is a higher turnover, investors or a greater financial risk involved in the establishment of your business, then a BV may make a better choice.
It is not unusual for a person to start a business as an eenmanszaak and then change it to a BV once it has reached an appropriate size. If you are undecided about which form works best for you, then it’s wise to weigh up the pros and cons for each form or to seek the advice of a financial advisor.