Dutch Holding Company

Smart Structuring for International Investors and Entrepreneurs

The Netherlands remains one of the most attractive jurisdictions in the world for setting up holding companies. Thanks to its flexible corporate law, investor-friendly tax regime, and extensive network of double tax treaties, the Dutch holding structure is widely used in both domestic and international group structures.

At Nexpat, we help international clients establish holding companies in the Netherlands that are both legally robust and tax-efficient.

🔑 Key Advantages of a Dutch Holding Company

⚖ Legal Benefits

• Asset Protection & Risk Segregation
  Separate business activities or valuable assets across multiple entities to reduce liability risks.
• Exit Flexibility
  Selling shares in an underlying operating company through a holding company structure allows capital gains to be exempt from tax under the participation exemption.
• Reduced Exposure
  Keep operating companies “light” in assets and transfer retained earnings to the holding company to protect value and simplify distributions.

💼 Tax Benefits

• Participation Exemption
  Profits (dividends and capital gains) from qualifying subsidiaries are exempt from Dutch corporate income tax.
• Withholding Tax Reduction
  Many outbound dividends from foreign subsidiaries to a Dutch holding company benefit from reduced withholding tax under tax treaties.
• Capital Gains Protection
  Dutch holding companies can repatriate proceeds from share disposals free from both foreign and Dutch tax in many cases.
• Reinvestment Efficiency
  Accumulated profits in the holding company can be reinvested or distributed to shareholders at a later stage, allowing for tax deferral and planning.

🏢 What Legal Forms Can Be Used?

The Dutch private limited company (B.V.) is by far the most popular form for a holding company. However, the following are also eligible:

• N.V. (public limited company)
• Dutch cooperatives
• Foreign entities (such as a UK Ltd) subject to Dutch corporate income tax

Learn more on our Dutch Company Formation page.

🧭 When to Set Up a Holding Company?

We strongly recommend setting up your holding company structure at the start of your business venture in the Netherlands. Delaying can lead to:

• Unnecessary tax on later restructuring
• Higher advisory and notarial costs
• Exposure of assets to operational risks

The earlier you implement a holding structure, the greater the protection and tax benefits.

🧪 Example Scenarios

📌 Domestic Example (B.V. + Holding B.V.)

If you’re operating a Dutch business through a B.V., placing a personal holding B.V. between you and your operating company allows:

• Tax-free profit distributions under the participation exemption
• Retained earnings to be reinvested from the holding without immediate personal tax
• Shielding of accumulated value from operational liabilities

This is a common structure used by Dutch entrepreneurs, freelancers, and consultants.

🌐 International Example

A Dutch holding B.V. can also act as an intermediary between foreign subsidiaries and international shareholders, helping to:

• Reduce foreign withholding taxes via tax treaties
• Facilitate group reorganizations and cross-border M&A
• Centralize profit repatriation and reinvestment under one EU-based vehicle

This setup is often used by international groups with global holdings in Europe, the U.S., or Asia.

The graphic below illustrates how a Dutch holding company can reduce the overall effective tax burden (click to enlarge):

🔐 Privacy and Legal Protection

Dutch holding companies offer a level of owner privacy and legal separation that protects personal assets and minimizes visibility in public registers. We offer tailored solutions to enhance confidentiality while remaining compliant with Dutch law.

Learn more on our Privacy & Legal Protection page.

✅ How We Can Help

At Nexpat, we support founders, investors, and international groups with:

• Incorporating Dutch holding companies
• Designing tax-efficient structures
• Applying the participation exemption
• Managing corporate maintenance and compliance
• Coordinating tax treaty access and profit repatriation

📞 Ready to Set Up a Dutch Holding Company?

Whether you’re expanding globally or streamlining your local structure, our team is here to help.

📩 Contact us to schedule a free strategy call or request a step-by-step quote.