The English Limited is a legal form widely used by start-up entrepreneurs seeking the protection of a legal person. This legal personality limits private liability to the sole proprietorship.
Furthermore, the English Limited is chosen by entrepreneurs who do not want or cannot set up a BV. The reason for this may be that the minimum capital for the BV is not available. With the arrival of Flex BV on 1 October 2012, the minimum capital for the BV has been abolished. It is therefore expected that entrepreneurs will opt for the BV rather than for the English Limited. However, the choice for the English Limited is to be expected if the company does international business. The English Limited is much better known outside the Netherlands than the Dutch BV, which can be an advantage in international transactions.
Even if many changes are to be expected in the share distribution, a Limited is an advantage over the BV. With a Dutch private limited company, you must visit the notary for every change of shares (sale, purchase or new issue of shares). With an English Limited, a digital change can easily be communicated in the registers of the Limited, without the intervention of a notary.
Advantages of the English Limited are:
no bank statement
minimum capital to determine yourself, and can therefore be very low
changes can be implemented quickly, for example other director or shareholder
Relatively inexpensive creation
Disadvantages of the English Ltd are:
annual obligations for depositing documents in England (Annual Return / Accounts) and therefore also annual costs (approximately 250 euros)
less good reputation than the Dutch BV
Mandatory registration of the Limited at an address in England
If you have no experience with the documents you receive after the creation of an English Limited, the link below will be of interest to you. You will receive a set of sample incorporation documents from an English Limited by email so that you can review them in advance. Click here to request the documents. The set consists of a Certificate of Incorporation, Articles of Association Memos and additions, extract from the English Chamber of Commerce and a share certificate.
The English Limited can be subject to Dutch corporate tax after it has been established and registered with the Chamber of Commerce in the Netherlands. This has a rate of 20% on the profit up to 200,000 euros. In addition, the profit is taxed by 25%. So there is no income tax payable in England, only if you do actual acts of any size there.
If you would like to know which documents are needed to establish