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Companies registration in Netherlands

Netherlands is state consisting of the West European part and the islands of Bonaire, Sint Eustatius and Saba in the Caribbean Sea (also called Caribbean Netherlands). In Western Europe, borders the North Sea area (the length of coastline - 451 km) and borders with Germany (577 km) and Belgium (450 km). Together with the islands of Aruba, Curacao and Sint Maarten, have a special status (self-governing public education), the Netherlands are part of the Kingdom of the Netherlands). The relationship between the members of the Kingdom of the Netherlands are governed by the Charter, adopted in 1954.

The area of the European part of 41,526 sq km (land - 33,888 square kilometers, the water - 7637 sq km), the population - 16.5 million people. The area of the territory in the Caribbean is 993 sq km, the population - 300,000 people. Official language - Dutch, many speak English. Currency - the Euro (EUR). There is no currency control. The system of law - is based on civil law.

Netherlands – exclusive holding jurisdiction, with the possibility of an optimal distribution of dividends by Dutch companies in low-tax jurisdictions, as well as the possibility of a similar transit payments in the form of royalties and interests on the loans. This country is attractive to reinvest capital in its own offshore subsidiaries projects, the possibility of redistribution of assets within the group, the sale of assets, including real estate companies.

Requirements:

·     The requirement for a minimum share capital (18,000 Euros) - canceled since October 2012 (with the exception of the companies subjected to licensing or carrying out regulated activities). However, the company must issue at least one share and it should be paid partially or fully. The share capital can be in any currency.

·     The company must have at least one director. Directors may be both physical and legal persons. The residence of the director does not matter, but for tax incentives, the company must have a director who is a resident of the Netherlands or the majority of directors may be residents.

·     Information about the directors is supplied in the registry. Director, as the legal representative body of the company is fully liable for its activities.

·     Issuing a proxy nominee director is only for specific transactions. General power of attorney is not prohibited but to get such a document is almost impossible.

Information about the shareholders is submitted in the Chamber of Commerce. If there are two shareholders, data is not supplied.

·    There is an obligation for submitting accounts and annual tax reports.

·    The Secretary is not required.

·    The Company is obliged to keep the register of shareholders which lists the names and addresses of all shareholders, number of shares and the amount paid on each share.

·    When opening an account in the Netherlands a nominee director must sign the documents.

·    A special contract must be signed between  the nominee director and the beneficial owner of the company.

Tax benefits

• The Dutch company, which owns no less than 5% of the shares of a foreign company is exempt from tax on dividends received from this company, as well as from tax on the capital gains from the sale of its shares.

• The Dutch company does not pay the withholding tax on royalty payments. The company may hold the right to such forms of intellectual property as trademarks, patents, and others.

• The Dutch company does not pay tax on interests which are paid from the given credit. Payment of interests in favor of the Dutch company is taxed at the source at the minimum rate or not taxed at all by virtue of agreements to avoid double taxation.

• Income tax depends on the size of the profit. If a profit  200 thousand euros the applicable rate is 20%, if more than 200 thousand - 25.5%.

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