news: flexible private company
The private company (BV) regulations have been relaxed since 1 October 2012. For example, there is no longer any need to have a starting capital of € 18.000. One eurocent is sufficient! For more info check the website of the Rijksoverheid.
Types of business
The phrases form of enterprise and legal form are used interchangeably. What is at stake is the legal form in which the company, organisation or institution is cast. Some knowledge of forms of enterprise is not only important if you intend to start a business yourself. It is also worthwhile to find out about the legal form if you work for or with a different business. Then you know who is authorised to take decisions and who is responsible if something goes wrong.
Forms of enterprise with or without personality at law
There are two kinds of legal forms: with and without personality at law.
What is the difference? If your business is a personality at law, creditors cannot lay any claim to your private possessions. If your business is not a personality at law, they can.
- Forms of enterprise without personality at law:
the one-man business, the partnership, the dual partnership (VOF), and the commandite partnership (CV).
- Forms of enterprise with personality at law:
the foundation, the association, the private company (BV), and the limited liability company (NV).
When do you have to choose a form of enterprise?
- When you accept and execute assignments or intend to do so.
Every freelance/self-employed entrepreneur operates within a form of enterprise. If you do not make a choice, the law will treat you as a one-man business.
- If you receive a project subsidy
Project subsidies are almost always given to personalities at law. This means that as a private person (the legal term is ‘natural person’), you are not financially liable, but you are not authorised to take decisions on your own either. You apply for a grant, travel or study allowance if you are a natural person.
Which form of enterprise is appropriate for me?
In choosing the right form of enterprise, four aspects are important: financial liability, capital, cooperation, and income tax/social security. Financial liability is the hardest of these aspects.
Starting up a form of enterprise
You have to visit the solicitor to start up a personality at law, so that applies, for example, to the foundation and the private company. That is not necessary to start up a form of enterprise without personality at law, but it is advisable to record agreements if you start an enterprise with other people. You can do that at the solicitor’s office too.
All enterprises must be registered in the Trade Register of the Chamber of Commerce.