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Holding structure with BV company

Starting a company in the Netherlands and using the facility of a BV company, implies basically that two BV companies need to be incorporated. One holding company and the holding company incorporates the working company. Why is this required?

The holding structure is not required, but it is bad advise not to mention it. When the working company is sold and the buyer is paying much more than the capital in the company, there is a profit. If the shares of the company are held by a private person, this profit is immediately taxed at 25% dividend withholding tax. But if the shares are held by a holding company, no tax is due. Only the moment the profit is paid to the ultimate shareholder, the dividend withholding tax is due.

The result is that the gross untaxed profit is in the holding company and you can use the full amount to start a new business, or provide yourself with a loan to purchase a house etc.

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