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Types of BV/Corporate Structures

There are various structures in which a BV can be organized. Below we discuss some common structures:

  • Holding Structure
  • Operating Company
  • Group Structure
  • Real Estate Structure
  • Personnel BV

1. Holding Structure

A holding structure consists of a holding BV (the parent company) and one or more operating companies (subsidiary BVs). The holding BV holds the shares of the operating companies and often functions as a financing and investment company.

Example:

  • Holding BV: Jansen Holding BV
  • Operating Company 1: Jansen Bouw BV
  • Operating Company 2: Jansen Installatie BV

2. Operating Company

An operating company is a BV that actually carries out the business activities. It is possible to have multiple operating companies under one holding, each with a specific business activity.

Example:

  • Operating Company: Van Dijk IT Services BV (part of Van Dijk Holding BV)

3. Group Structure

In a group structure, multiple BVs are connected, often through a common holding. This can be useful for larger enterprises with diverse business activities.

Example:

  • Holding BV: De Groot Group BV
  • Operating Company 1: De Groot Transport BV
  • Operating Company 2: De Groot Logistics BV
  • Operating Company 3: De Groot Warehousing BV

It is also useful to insert a Management BV between (under the Holding BV). The Management BV owns all assets, which are leased to the operating BVs.

4. Real Estate Structure

In a real estate structure, it is important that the real estate is housed in a Real Estate BV. This Real Estate BV leases the property to the Operating BV. The real estate must be used for business activities and not merely as an investment. If the Operating BV and the Real Estate BV run a business together and the real estate serves the business, the real estate can be sold without transfer tax.

Example:

  • Holding BV: De Groot Group BV
  • Real Estate BV: De Groot Real Estate BV
  • Operating Company: De Groot Logistics BV

5. Personnel BV

A personnel BV is a structure where personnel is employed by a separate BV. This can offer advantages in terms of risks and liability.

Example:

  • Personnel BV: ABC Personnel BV (personnel seconded to ABC Production BV)

Advantages of a BV Structure

  • Limited Liability: Shareholders are not personally liable for the debts of the BV.
  • Flexibility: Easily adaptable to growing business activities.
  • Tax Benefits: Opportunities for tax optimization within the structure.

Disadvantages of a BV Structure

  • Complexity: Administrative burdens and legal obligations.
  • Costs: Higher establishment and maintenance costs compared to a sole proprietorship or partnership.

Conclusion

A BV structure offers many opportunities for entrepreneurs, especially in managing risks and optimizing tax benefits. By understanding the different structures, you can choose the most suitable form for your business.

Do you have questions or want to know more about which BV structure is best for your company? Contact us for a free consultation.

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