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What is the procedure when I want to register my UK Limited Company in the Netherlands?

Question:

I would like to register a UK already existing Limited company in the Netherlands. The company belongs to me and I already live in the Netherlands.

I would like to enquire about the procedure I should follow in order to prepare all the documentation I need to provide to the Chamber of Commerce (KVK).

Answer:

A UK limited company with a presence in the Netherlands must be registered in the Trade Register of the Chamber of Commerce. If the company would have no presence here since there is not an address in the Netherlands and the company only recruits employees to the work in the Netherlands, registration with the Chamber of Commerce would not be necessary, but the company would have to be registered with the tax authorities as a foreign employer.

Procedure for registering the limited company.

The company will have to be registered and also the directors of the company. Forms will have to be filed and documents will need to be handed over to the Chamber of Commerce.

Expatax can help you with this procedure. Attached you will find a short questionnaire which you can complete to start the procedure.

Proof of registration of the Limited Company in the UK


To proof that the Limited Company is registered in the UK, you will have to provide one of the following documents certified by the Companies House:

  • a 'certificate of good standing' stating the information about the directors;
  • a 'current appointments report' or a 'electronic statement' stating the information about the directors.


These documents should maximum be one month old. You can request these documents at the Companies House in Cardiff, Edinburgh, London, Belfast or Gibraltar

Deeds


Besides that you also have to hand over the following deeds to the Chamber of Commerce:

  1. a copy of the 'certificate of incorporation' certified by the director and if applicable a 'certificate of change of name'.
  2. a copy of the 'memorandum of association' and the 'articles of association' certified by the director. If these documents refer to the 'Table A', then you will also have to hand over this Table A.


The Chamber of Commerce may require an "apostille". This is a document which confirms that the deeds are real.

Language


For the registration of the company the Dutch registration forms of the Chamber of Commerce will have to be used. The proof of registration, the copies of the deed and articles of association and the year accounts can be provided in Dutch, English, German or French.

Annual accounts


After the Limited Company is registered you will have to deposit the year accounts each year with the Chamber of Commerce. This can be the accounts which you have also deposited in the UK with the Companies House. If the accounts are prepared in the Netherlands since all the activities take place in the Netherlands, a template can be used to convert the Dutch accounts into a format which can be used for the Companies House. The accountants of Expatax can assist you with the Dutch accounts and the version required by the Companies House.

 

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