All about annual accounts
What exactly do annual accounts mean and what should you disclose in the annual accounts? Read more about it here.
Sometimes entrepreneurs in the Netherlands doubt whether they are doing business from the right legal form. Is it better to operate from a sole proprietorship or a limited liability company? A financial evaluation and identifying the business risks may lead to the conclusion that it is wise to change the legal form. In this article, we present you a guide for changing the legal form.
There are many entrepreneurs who do business from a sole proprietorship and choose to change the legal form to a limited liability company (bv). It may be fiscally more favorable to work from a Dutch bv or Holding structure when making certain profits and/or when there are significant business risks to choose to limit private liability with a bv. Some legal forms you can easily change yourself. The partnership or general partnership can be changed by making a contract. The other legal forms you need to convert with the help of a notary.
Once the legal form has changed, you need to inform the parties you are working with. For example, if you change the legal form from sole proprietorship to a limited liability company, you want the liabilities to be transferred in full to the limited liability company. To start with, notify the change to the Chamber of Commerce and the Tax Office.
If you have converted the legal form, then it is required that you notify all your business relations. In most situations you’ll get a new Chamber of Commerce number.
Usually, the Chamber of Commerce will also pass on the change of the legal form to the Tax Office, but sometimes you yourself are obliged to make arrangements with the Tax Office yourself. For example, for the settlement of discontinued profits for the company in the old legal form. Normally you will also receive a new VAT identification number. You will also have to pass this number on to your suppliers and clients.
The bank will often contact you themselves. Download all account statements from the company until the conversion of the legal form and safe them. The bank will make an account name change or expect a separate account to be opened with different account number. The same goes for credit institutions or a leasing company.
It is also important to check what insurance policies are in place and that they are converted to the new legal form. This is also a critical time to analyse whether that risk is adequately covered or whether new insurance is desirable.
If you have specific business licenses, these will no longer be valid if the legal form of the business changes. Think, for example, of an operating or alcohol license for a catering establishment. Sometimes you cannot convert the license but must reapply.
If you employ staff, you must close the payroll administration and report the new legal form to the Tax Administration. You will then receive a new wage tax number from the Tax Authorities with which you can continue the payroll administration. You will also have to adjust the employment contracts with your staff.
Apart from insurance, there are also other contracts you will want to convert to the changed legal form. Think of a rental agreement, lease contract or an internet and telephone subscription. Utility contracts linked to the business premises, such as an energy contract, also need to be converted.
Are you in doubt whether it would be better to continue the company in another legal form and could you use some insights? Then you have come to the right place at Belastingadviseur Eindhoven. Together with you, we make a numerical analysis, map out the business risks and all other aspects so that you can make a well-considered decision.
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What exactly do annual accounts mean and what should you disclose in the annual accounts? Read more about it here.
Dissolving a sole proprietorship in the Netherlands requires some important tax and legal steps. Read more about it here.
A limited liability company (bv) in the Netherlands pays various taxes. In this article, we explain which taxes apply to a bv.
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