Netherlands: Operating a Business

In this page: Legal Forms of Companies | The Active Population in Figures | Working Conditions | The Cost of Labour | Management of Human Resources

Legal Forms of Companies

The BV (Besloten vennootschap met beperkte aansprakelijkheidi) is a Private Limited Company.: Number of partners: One or more. It can be constituted of several legal entities or individuals, and 1 shareholder for a BV proprietorship. At least one person on the board of directors must have Dutch citizenship.
Capital (max/min): EUR 0.01
Shareholders and liability: Liability of each partner is limited to the amount of capital contributed.
The NV (Naamloze Vennootschap) is a Public Limited Company.: Number of partners: One or more without limitation in the number of partners.
Capital (max/min): Minimum EUR 45,000. 20% should represent the subscribed amount and 25% the amount released at the incorporation
Shareholders and liability: Liability is limited to the amount of capital contributed.
The VOF (Vennootschap Onder Firma) is a general partnership.: Number of partners: Minimum 2 without limitation in the number of partners.
Capital (max/min): No minimum capital required.
Shareholders and liability: Partners' liability is joint and unlimited.
The CV (Commanditaire Vennootschap) is a limited partnership.: Number of partners: Minimum 2 without limitation in the number of partners. 2 types of partners: active partners and sleeping partners.
Capital (max/min): No minimum capital required.
Shareholders and liability: At least one active partners have an unlimited liability. Sleeping partners have a liability limited to the amount contributed.
Bijkantoor is a branch.: Number of partners: No legal entity, it depends on the status of the parent company.
Capital (max/min): No minimum capital is required, if the branch is registered with the Trade Register.
Shareholders and liability: The parent company is liable for actions carried out by the branch except for management which is limited, joint and several.

Business Setup Procedures

Setting Up a Company	Netherlands	OECD
Procedures (number)	4.00	5.21
Time (days)	3.50	9.47

Source: The World Bank - Doing Business, Latest data available.

The Competent Organisation: the Trade Register.
For Further Information: Consult Doing Business Website, to know about procedures to start a Business in Netherlands.
Trade Register

Financial Information Directories

Dun & Bradstreet - Worldwide directory with financial information on businesses

Kompass Netherlands - Business directory for the Netherlands

KVK - Extracts or financial statements on Dutch companies

Recovery Procedures

Principle: Insolvency does not directly lead to bankruptcy, more details can be found in the Netherlands insolvency law.
Minimum Debt-to-Capital Ratio Triggering Liquidation: None
Bankruptcy Laws: For further information click here.
Reorganization and Rehabilitation Laws: For further information click here.

The Active Population in Figures

	2018	2019	2020
Labour Force	9,228,664	9,374,012	9,387,604

Source: International Labour Organization - ILOSTAT, Latest data available.

	2017	2018	2019
Total activity rate	79.79%	80.31%	80.94%
Men activity rate	84.24%	84.78%	85.18%
Women activity rate	75.24%	75.75%	76.61%

Source: International Labour Organization - ILOSTAT, Latest data available.

Working Conditions

Opening Hours

Legal Weekly Duration

Depends on the industry, but usually no more than 9.5 hours per day

Maximum Duration

Officially 45 hours. Occasionally, overtime, with a maximum shift duration of 11 hours, a maximum working week of 54 hours and a maximum of 585 hours worked per 13 weeks.

The Ministry for Social Affairs and Employment passed a decree in late 2005 stating that employees also performing on-call shifts may choose to opt out of existing rules and work up to 60 hours a week. The hours worked per week are then averaged over a 26-week period, rather than the 13 weeks at present.

Night Hours

Between midnight and 6 am.

Working Rest Day: Sunday, unless the worker has expressly agreed to work. If work is conducted on Sundays, the worker must be given at least four Sundays off in any 13-week period.
Paid Annual Vacation: The minimum is four times the average number of days worked per week. If, for example, an employee works five days per week, the minimum right is 20 days holiday. A collective agreement can increase the minimum, normally to 25 days, depending on the sector. Legally mandated paid leave of one to four days is given for personal events (marriage, death in the family, family obligations or moving house). Extended leave is also possible for certain personal circumstances.
Retirement Age: 65 years
Child Labour and Minimum Age For Employment: 16 years
Informal Labour Market: The market is fairly developed, there is no official estimate available.

The Cost of Labour

Pay

Minimum Wage: Gross minimum wage as of 1 July 2022 : EUR 1,756.20 per month (source: Government.nl, latest available data).
Average Wage: The average annual wage is USD 61,734 (OECD, 2021).
Other Forms of Pay
Pay For Overtime: Overtime in most industries receives a 25% premium for the first two hours, 50% for subsequent hours, 75% for Saturdays and 100% for Sundays and holidays.
Pay For Rest Days Worked: Around the 50% in most industries.
Pay For Night Hours: Night-shift workers are entitled to a 10–15% premium.
Pay For Overtime at Night: Overtime in night duty is allowed, but then a shift may not last more than nine hours. The maximum number of nights worked may not exceed ten over a four-week period.

Social Security Costs

The Areas Covered

Social security, health, disability, unemployment

Contributions

Contributions Paid By the Employer:

The Dutch social security system consists of the National Insurance, the Employee Insurance. In total, the employer's share of national insurance contributions amounts approximately 18.19 or 23.19% of employee's gross wages. The schemes are the following:

Unemployment Insurance Act: 2.94% or 7.94% (depending on the duration of the contract)
Disability Act: 8.55% the maximum will be EUR 4,893.24.
Health Insurance Act: 6.7% maximum EUR 4,200.00.

Contributions Paid By the Employee:

The Dutch social security system consists of the National Insurance, the Employee Insurance. In total, the employee's share of insurance contributions amounts approximately 27.65% of employee's gross wages. The schemes are the following:

National Survivor Benefits Act: 0.1 percent, maximum EUR 34.71
General Old Age Pensions Act: 17.9 percent, maximum EUR 6,213.45
Long-term Care Act: 9.65 percent, maximum EUR 3,349.71
General Child Benefit Act

Competent Organization

Social Insurance Agency

Management of Human Resources

Recruitment

Method of Recruitment: Usually an advertisement is placed in a paper or magazine. Aspiring candidates send their CV accompanied by a letter after which a number of candidates are selected for an interview. Recruitment by means of a headhunter and the internet are becoming more popular.
Recruitment Agencies: - Public Employment Offices
- Private Employment Agencies
- Labor Dispatch Business.
Recruitment Websites: The public employment office of the Dutch Government
Digital recruitment ground for both employers and employees
A private recruitment agency
Sam Headhunting
Labour dispatch company

The Contract

Type of Contract: Regulated by legal clauses and to a lesser degree by collective agreements and individual negotiations. The terms of employment contracts cannot be changed, the conditions for hiring and the grounds for dismissal are rather rigid.

Breach of Contracts

Retirement

Normal resignation (once the employee becomes 65) or resignation by agreement or by the employee's request.

Dismissals

An employee can only be fired if the government agrees with the decision. Valid reasons for firing someone can be:

- That the employee is incapable of executing his tasks;

- a vexed relation between employer and employee;

- when the employee is ill too often;

- when the employee is incapacitated for work.

Other Possible Methods

Collective dismissals (possible for economic reasons)
Disciplinary dismissals
Resignation

Labour Laws

Dutch Ministry of Social Affairs and Employment
Consult Doing Business Website, to obtain a summary of the labour regulations that apply to local entreprises.

Dispute Settlement

Conciliation Process

Cases of Dispute

The employee was incapable (23%), the business is doing bad (21%), a vexed relation between employer and employee (17%), the employee is incapacitated for work (16%).

Legal Framework

Companies must notify local labor offices and trade unions before dismissing any worker. Only with agreement from the labor office (via a permit) may a firm dismiss workers. The head of the local labor office looks at the circumstances and decides whether to grant a permit.

An employer can appeal against a negative ruling by a labor office to a civil court. The criteria used by the labor office (and by the civil court on appeal) are based on recent court rulings and provisions of the Dutch civil code. A dismissal is usually considered unjustified if the consequences for the employee outweigh those for the employer, if no reason for the dismissal is given, or if the dismissal runs counter to current practice or agreement in that industry or company.

Procedure

Termination of employment in the Netherlands is governed by the Civil Code (CC), the Extraordinary Labor Relations Decree (ELRD), the Dismissal Decree (DD) and the Collective Redundancy (Notification) Act (CRNA).

In cases where the law remains silent, or where its regulations are not mandatory, collective labor agreements may also constitute a source of law. Some subsections of the CC stipulate that departure from the main principle is allowed, but only under a collective agreement or an arrangement made by or on behalf of a competent public body.

Additional information can be found the website of The international labor Organization.

Judicial Structures

Legal Framework: Standard civil procedures
Competent Legal Body: Local labor officers, trade unions, labor court and civil court.

Social Partners

Social Dialogue and Involvement of Social Partners: The main trade unions are the FNV (Dutch trade union center) and the CNV (Christian trade union center).
Unionisation Rate: 28%.
Labour Unions: FNV
CNV
Regulation Bodies: Ministry for Social Affairs & Employment
Confederation of Netherlands Industry and Employers (VNO-NCW)

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