THE NETHERLANDS

Geographical position. Situated in the North-West of Europe, on the coast of the North Sea.

The population is over 15 million people. The official language is Dutch.

Political system - a constitutional monarchy.

The Netherlands are a member of the European Union.

1	Advantages	A high international reputation of the Netherlands as an EC member. The opportunity to use the company as a holding company. A large number of tax conventions concluded.
2	Disadvantages	The need of accounting, submission of the annual report together with the auditors’ opinion. A comparatively high cost of the Company’s registration and administration.
3	Corporate Law	The Civil Code
4	The form of the company	BV - a private company with a limited liability, hereinafter referred to as the “Company”
5	Permitted activities	Any activity not prohibited by the law.
6	Prohibited activities	None
7	Taxation	General provisions: the profit tax of 35% (37% on the first NLG 100,000) on the global income of the Company. Dividends from the related foreign companies and the income from sales of shares in such companies in case certain conditions are complied with are not taxed in the Netherlands. Tax conventions concluded by the Netherlands allow to reduce additional taxes on capital export from developed countries.
8	The period of incorporation	3 to 4 weeks
9	The possibility to buy a shelf company	None
10	The name of the Company	Should not be identical or similar to any existing one. The name should include the words: “Besloten vennootschap” or “BV”.
11	The documents required for the registration	Act of incorporation (includes the Articles of Association and operations guideline), the permission from the Ministry of Justice, the confirmation of the share capital payment
12	The share capital of the Company	The minimum share capital of the Company should be NLG 40,000, to be paid in by the moment of registration
13	The recommended share capital	NLG 40,000 divided into 40,000 shares with the face value NLG 1 per share
14	Shares	Registered shares with the face value are issued (bearer shares and those without the face value are not permitted). Transfer of shares should be notarized.
15	Shareholders: -- minimum number -- nominee shareholder -- citizenship	a single private individual or corporate entity permitted not identified
16	The possibility to re-domiciliate the Company in any other jurisdiction	None
17	Whether the law provides non-disclosure of the information: -- on the beneficial owner of the Company	Yes
18	Directors: -- minimum number -- ethnic origin and nationality -- status	a single private individual or corporate entity No requirements, but a local director is recommended for tax purposes All rights except those within the exclusive competence of the shareholders (determined by the memorandum, Articles of Association)
19	The existence in the territory of the Netherlands of: -- registered office -- registered agent -- secretary	Obligatory Not obligatory Not obligatory
20	Meetings of: -- shareholders -- directors	Annual meetings of shareholders are obligatory No requirement as to the place of holding
21	The requirement of: -- the accounting -- preparing the annual report -- submission of the auditors’ opinion	Yes Yes, the size depending on the size of the Company Yes
22	The information available upon request of any third parties	Names and addresses of directors and shareholders, registered office, the Articles of Association, annual report depending on the size of the Company
23	Documents kept in the registration office	No requirements
24	Double taxation avoidance treaties	Nearly 60 treaties, including with the USA, Great Britain, Germany, Sweden, Japan, CIS countries, Latvia, Poland, Netherlands Antilles, etc.
25	Currency control	None
26	Capital tax	1% of the paid in share capital