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Conversion one man company into BV company


Conversion one man company into BV company is a procedure that often is done by native Dutch, but what is this about and is such a conversion suitable for you?

Conversion one man company into BV company

There can be a point in your business life where the situation is such that the one man company is no longer enough. A company with a share capital is more suitable.

When can that be the case? For instance in the situation you would like to attract investors. Investors often like to invest in return of part of the company. With a one man company that is impossible, with a BV company that is possible.

Or in the situation that in the long run you would like to transfer your company to your children by using the facilities that make it attractive, which are all in the BV  company structures. 

Some entrepreneurs fear liability and feel more comfortable in a BV company than a one man company. Hence the conversion.

Conversion one man company into a BV company: two methods

You can convert your one man company into a BV company in two manners. Simply terminate your one sole proprietor company and start a BV company.

You can also silently convert your one man company into a BV company. The silent part stands for all the contracts the one man company has are converted without change also into the BV company.

Conversion one man company into BV company
Conversion one man company into BV company

Silent conversion into a BV, why?

As explained, the silent conversion into the a BV, convert also the exciting contracts. This can be crucial. A colleague one time explained to me he had for many years Ajax season tickets in name of the company. He brought business relations with him to Ajax, hence the tickets on the company. I believe if you then change the structure of the company, new tickets needs to be applied for and that is not possible. The waiting list, or something like that, I know tax, not soccer, prevents being able to get the tickets in the name of the new company. The silent conversion bypasses this issue.

Maybe you have important contracts with business relations of which you are afraid they will renegotiate when you change your structure. Or employees that are keen to use the opportunity. The silent conversion make this all unnecessary.

Silent conversion info BV tax wise

Tax wise the convertion of a one man company to a BV can hurt you as the tax office could take the standpoint that the value of the goodwill the company build, is subject to taxation. The silent conversion also prevents such taxation.

In other words, the silent conversion is the way to convert into a BV company.

Costs involved in conversion one man company into  BV company

The costs involved in such a procedure are high. The reason is very simple, a lot of expertise is required from an experienced fiscal advisor to get the one man company lined up, to set up the BV companies in the right manner and to address the topic with the Dutch tax office in such a manner that it can only be accepted by them.

Tax is exciting BV –OrangeTax

Those who noticed, we have converted our company which was similar to a one man company, into a BV company: Tax is exciting BV. Even though we think tax is exciting and we love international taxation. Local tax aspects concerning such a transaction is not part of our expertise. We used the excellent services of Jos Blank tax and accounting. Jos Blank who is a friend and colleague in the field of taxation has done a super job in our transition.

If you have the urge to convert your company into a BV, or if you would like to convert your BV the other way around into a one man company, then the office of Jos Blank is keen to assist you. Also when you are unsure what to do with your structure, keep the one man company or continue in a BV company, the office of Jos Blank can advise you thoroughly in a meeting what are the options and consequences.



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