Expanding in or via the Netherlands

Expanding in or via the Netherlands
Justin Ramakers

Justin Ramakers

Director Corporate Services

justin.ramakers@maprima.com

Nathalie Stroobants

Nathalie Stroobants

Senior Business Support Manager

nathalie.stroobants@maprima.com

The Netherlands: 
gateway to the EU

Before going into detail about how let us first have a look at why. Why is it attractive to do business in the Netherlands?

The Netherlands has a centuries-long history of international trade and business, resulting in a very open economy, with a wealthy, highly educated and largely multilingual population. Its location in north-western Europe, the Rotterdam seaport, Schiphol Amsterdam Airport, and near full broadband coverage, anchored by the Amsterdam Internet Exchange (AMS-IX): all these attributes make the country a natural trade hub.

The Netherlands’ stable political system, business-friendly legislation, and a competitive fiscal system, including an extensive tax treaty network, are further reasons to invest and do business in the country.

The route to expansion in the Netherlands

A branch or a subsidiary?

To start doing business in the Netherlands, it is important to distinguish between establishing a branch and incorporating a company. Registering a branch is often perceived as a “light” way of getting started, though it still involves formalities and may become less suitable as the business grows. Incorporating a Dutch company (usually a “BV”) involves a civil law notary but is a relatively easy procedure; with the right assistance, incorporation is possible within a week. Whatever the choice, Maprima, an independent boutique corporate services firm, can handle a smooth registration or incorporation, including the notary’s “Know Your Customer” (KYC) process and registrations with the tax authorities, the trade register, and the ultimate beneficial owner (UBO) register. Maprima can also coordinate an advance tax ruling where relevant, providing certainty on how profits will be taxed, which is particularly useful where many intercompany relations exist.

Office or other facilities

At minimum a company requires a registered address, though a physical office may be more appropriate once staff are employed, even if some work from home. Depending on the client’s activity, a warehouse, laboratory, or production facility may also be needed. Maprima can provide a registered address and assist in sourcing further facilities where required.

Local director?

Dutch companies are not obliged to have a local director; a foreign individual or legal entity can act as director. For tax purposes, however, sufficient substance or nexus to the Netherlands may be required, and a holding or financing company may need a Dutch director or co-director. Maprima is licensed by the Dutch Central Bank to offer this service in case the client does not have a local candidate of its own.

Staffing and human resources matters

The Netherlands, in line with other European countries, is quite employee-friendly in the field of employment law. While there is some flexibility in the way a Dutch payroll can be set up, careful planning is needed.

With the right preparation, payroll in the Netherlands can be set up efficiently and on short notice, even before the tax authorities have issued payroll tax registrations. Benefits ranging from pensions to company cars can be tailored to employer and employee wishes, within the applicable minimum requirements.

In addition to hiring Dutch citizens, companies may also choose to move staff from abroad through the so-called “expat ruling”. In 2026, this ruling still allows employers to pay qualifying employees recruited from abroad up to 30% of their gross salary tax-free (provided certain requirements are met at the time of hiring). From 2027, the percentage for new rulings decreases to 27%. Maprima advises on eligibility from the hiring stage, assists with the application of the necessary rulings, and coordinates the monthly payroll process.

Corporate secretarial

For all formal obligations, such as filings, annual meetings, and resolutions, it is important to meet all legal and statutory requirements, especially with respect to anti-money laundering – think, for example, of (public) UBO registers or KYC questions asked by banks. Often, the complicated terminology and required documentation make it imperative for firms to secure the assistance of qualified local professionals. Maprima is aware of the latest local requirements and is happy to assist here as well.

Bookkeeping, fiscal compliance, accounting

Typically, companies must file annual accounts, with the level of detail depending on company size. Corporate income tax is due annually, and VAT returns typically quarterly. Depending on the client’s organisation and existing relations with accountants or advisers, Maprima is happy to fill the gap and assist for as long as needed.

For international clients, Maprima represents a trusted partner and central point of contact, with offices in the Netherlands and Luxembourg. All of the above services are only offered if and when needed. For more information, please do not hesitate to contact us.

Interested in becoming a member of XLNC?

If you are a professional services firm with an international client base and are regarded as one of the leading industry practices in your country, working to the highest standards and providing excellent client service, you meet the basic requirements for XLNC membership.

Become a member