- The process of starting an online business in Netherlands and providing goods and services online entails more than just building a website. Prior to keeping financial records and paying income and value-added taxes, you must first register a company with the Trade Registry of the Dutch Commercial Chamber (KvK).
- In order to open an online store in the Netherlands, one must adhere to a variety of laws and guidelines, including specific regulations for selling online. You can determine your responsibilities with the aid of the current guide. In this article, Tetra Consultants has outlined the reasons to consider the Netherlands for e-commerce company registration, the regulations associated with an e-commerce business, and the steps to register company in Netherlands.
Reasons to consider the Netherlands for e-commerce business
- Access to fast internet: The Netherlands offers one of the fastest Internet connections in the world, which has contributed to the country’s tremendous growth in online businesses over the past several years. Fast and dependable Internet access presents opportunities for investors interested in Research & development activities as well as those looking to start online companies.
- Advanced e-commerce infrastructure: One of the world’s most advanced e-commerce infrastructures is found in the Netherlands. The Dutch are accustomed to internet shopping, more so than citizens in other Western European nations. Furthermore, the physical infrastructure is ideal for the quick delivery of goods purchased online. Delivery to every location in the country may be accomplished in hours as opposed to days because of the country’s compact size and broad and high-quality road network.
- Possible expansion in the European market: The Netherlands is one of the most significant entry points into the European e-commerce business and has a sizable domestic market. You may sell items to clients in all of Europe without having to carry out a significant amount of documentation by establishing a business in the Netherlands, which gives you access to the whole European Single Market.
Regulations governing the e-commerce business in the Netherlands
The Dutch government actively supports e-commerce companies, which has led to relatively lenient legislation for the growth of the e-commerce industry. However, even if running an online business is legal in the Netherlands without the requirement for a specific license, there are still several laws and guidelines that must be followed. These include the following:
- Adherence to special IT and e-commerce laws and rules that apply to online businesses.
- The information regarding the business address, company registration number, and VAT number of the organization must all be visible.
- To guarantee data security, personal data protection policies must be in place.
- The terms and conditions relating to payment, shipping, and product warranties must always be visible on the website.
How to incorporate an e-commerce business in Netherlands?
Step 1: Plan your business
You must first decide on the product or service you wish to sell online to your customers. This decision must be based on your knowledge base and skill set. Moreover, you need to ensure that you have the adequate resources needed to conduct an e-commerce business in the Netherlands.
Step 2: Choose an optimum business structure
Once you have decided on the activities you wish your business to conduct in the Netherlands, you need to decide on a suitable business structure for your business.
- When starting a business, you must first decide on a legal structure. Your decision will decide whether you are personally, jointly, or corporately liable, as well as your tax responsibilities. In the Netherlands, the primary categories of legal structures are business structures with and without corporate legal personality. A company with legal personality has an autonomous legal existence apart from its shareholders, directors, officers, and creators, and hence has the right to sue or be sued as a collective entity.
- The most common type of company formation in the Netherlands by foreign investors is the Dutch BV (limited company). The Dutch limited company can be registered with a minimum share capital of €1. According to the corporate law of the Netherlands, a Dutch BV is considered a tax resident in the Netherlands. Due to more liberal legislation regarding holding corporations in the Netherlands, the Dutch BV is frequently employed as a holding or “conduit” company.
- A Dutch BV is a limited liability company and the shareholder is only liable for the amount paid as share capital. The issuing or transferring of shares requires permission from the shareholder(s). The shareholders need to be registered in the Dutch company register. A foreign company, local company, or individual may be the shareholder or director of the Dutch BV.
Types of legal structure in the Netherlands:
In the Netherlands, the following business structures are available:
- Sole proprietorship
- General partnership
- Limited partnership
- Professional partnership
- The Dutch private limited company (BV: Limited liability company)
- The Dutch public company (NV)
- Branch office
- Representative office
Our team of experts at Tetra Consultants will understand your business activities, requirements, and long-term business goals before recommending a suitable business entity for you. We will also inform you about the requirements of each of these entities you will need to meet.
For more information on the various forms of business structures available in the Netherlands, please refer to our webpage.
Step 3: Meet all the pre-registration requirements:
- Once you have decided on a suitable business entity, Tetra Consultants will proceed to check for the availability of your preferred business name and reserve the same with the Registry Office.
- Tetra Consultants team will ensure the fulfillment of minimum regulatory requirements. As such Tetra Consultants can assist with the provision of nominee director services, company secretary, and local registered office address.
- Our hardworking team at Tetra Consultants will prepare all the documents that will be required during the incorporation process, including the Articles of Incorporation, business plan, proof of deposit of paid-up capital, and more. We will then get the same notarized.
Step 4: Register your business
- Once the above is in place, Tetra Consultants will then register your business with the Commercial Register which is maintained by the Chamber of Commerce (KVK – Kamer van Koophandel).
- Once your business has been successfully registered in the Commercial Register, you will be issued a unique 8-digit KVK number, which is proof of your registration at the Netherlands Chamber of Commerce. If you want to end your company, you must deregister at KVK.
- Tetra Consultants will then collect the incorporation documents, including the Registry Certificate, the Memorandum of Association, and more, and courier them to your preferred address. Since these documents will be in Japanese, we can get them translated on your behalf.
Step 5: Register your business for tax
- Following the incorporation of your business, you must register your business for tax with the Dutch tax office in the Netherlands to obtain a tax registration number.
Step 6: Open a corporate bank account
- Tetra Consultants will leverage our extensive banking network to open a corporate bank account for your newly incorporated business.
Step 7: Staying compliant with the local laws
- Even after the registration of your business, Tetra Consultants will continue to ensure that your business remains compliant with government policies by filing annual tax returns, preparing the business’s financial statements, and more.
- Navigating the country of the Netherlands’ complex business climate as an entrepreneur planning to register a company in the nation might be a challenging process – a hassle to say the least. As such, Tetra Consultants hopes that this article has provided you with a much better understanding of how to incorporate an e-commerce business in the Netherlands so that you can truly decide whether you should do so yourself. So, what are you waiting for?
- Contact us to learn more about starting an online business in Netherlands, and our dedicated and experienced team will respond within the next 24 hours. Tetra Consultants will not only empower you by helping to navigate the different regulations of the Netherlands but also aid in facilitating the registration of your company there while providing invaluable, nuanced insights into any potential challenges