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FINAL TERMS15 November 2019BBVA GLOBAL MARKETS, B.V. (a private company with limited liability (bespoken vennootschap met separate aansprakelijkheid) incorporated under Dutch law with its seat in
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How to fill out dutch limited liability company

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01
To fill out a Dutch limited liability company, gather all the necessary documentation and information required by the Dutch Chamber of Commerce (Kamer van Koophandel).
02
Start by choosing a unique name for your company and check its availability. The chosen name should comply with the naming regulations set by the Dutch Commercial Register.
03
Determine the type of legal entity you want for your company. In the case of a limited liability company, it is commonly referred to as a "Besloten Vennootschap" (BV) in Dutch.
04
Prepare the company's Articles of Association (Statuten) which outline the rules governing the company. This includes the purpose, management structure, share capital, shareholder rights, etc.
05
Appoint at least one director (Bestuurder) for your company. It can be an individual or another legal entity. Ensure that the director(s) meet the eligibility criteria as specified by the Dutch Commercial Register.
06
Decide on the share capital and shareholder structure. The minimum share capital requirement for a BV is €0.01, but a higher amount is often recommended to instill confidence in potential investors or business partners. You will also need to determine the distribution of shares among the shareholders.
07
Prepare the notarial deed of incorporation (Akte van Oprichting), which is a legally binding document that formalizes the establishment of your Dutch limited liability company. This deed must be executed before a Dutch civil-law notary.
08
Arrange an appointment with a Dutch civil-law notary to sign the notarial deed of incorporation. The notary will check all the necessary documents, verify the identities of the directors/shareholders, and register the company with the Dutch Commercial Register.

Who needs a Dutch limited liability company?

01
Entrepreneurs or business owners who want to establish a legal entity that provides limited liability protection. With a BV, the shareholders' liability is generally limited to their capital contribution.
02
Companies looking to conduct business activities in the Netherlands or Europe can establish a BV as it facilitates easier access to financial resources, contracts, partnerships, and legal protections.
03
Foreign companies or investors aiming to establish a subsidiary or branch office in the Netherlands may find creating a BV beneficial. It provides them with a separate legal entity while benefiting from the advantages of the Dutch business climate.
Note: It is recommended to consult with legal or financial professionals familiar with Dutch company formation before proceeding.
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A Dutch limited liability company, known as a 'Besloten Vennootschap' (BV), is a legal entity that limits the liability of its shareholders. It is a popular form of business incorporation in the Netherlands, providing flexibility in structure and taxation.
All Dutch limited liability companies (BVs) are required to file annual financial statements with the Dutch Chamber of Commerce. This includes both large and small BVs, although small companies may have reduced reporting requirements.
To establish a Dutch limited liability company, you must prepare the articles of association, appoint directors, and have a registered office. The company must then be registered with the Dutch Chamber of Commerce, along with necessary documents and fees.
The purpose of a Dutch limited liability company is to conduct business activities while limiting the personal liability of its owners. It allows for easier capital raising, management flexibility, and provides enhanced credibility in business transactions.
Dutch limited liability companies must report various information including names of shareholders, directors, registered address, the company’s financial statements, and any changes to the company structure or ownership as required by law.
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