How do you incorporate a Dutch B.V.?

Dutch term: Oprichting B.V. | Legal basis: Book 2 BW

Incorporating a Dutch B.V. (besloten vennootschap) requires a notarial deed executed by a Dutch civil-law notary, registration with the Dutch Trade Register at the Chamber of Commerce (KvK), and the adoption of articles of association (statuten). Since the 2012 flex-B.V. reform, there is no minimum capital requirement, and a single shareholder and a single director suffice.

The main variable in the incorporation timeline is the KYC process: the notary requires identification documents, ultimate beneficial owner (UBO) information, and proof of address for all founding shareholders and directors. Once the KYC file is complete, the notarial deed and Chamber of Commerce registration are typically finalised within five to ten working days. Both shareholders and directors can be non-Dutch and non-resident.

Why it matters for international businesses

For foreign groups establishing a Dutch subsidiary for their European operations, the B.V. is almost always the right structure. It is fast to set up, flexible in governance, and provides genuine limited liability.