Setting up a Limited Partnership with Notary Services in the Netherlands

What is a Limited Partnership?
A Limited Partnership (in Dutch: Commanditaire Vennootschap or “CV”) is a type of business structure in the Netherlands where two or more individuals or legal entities come together to form a partnership. It consists of at least one general partner and one limited partner. The general partner has unlimited liability for the debts and obligations of the partnership, while the limited partner’s liability is limited to their investment in the partnership.

What are the benefits of setting up a Limited Partnership?
Some of the benefits of setting up a Limited Partnership in the Netherlands include:

  • Flexibility in management and decision-making, as the general partner has full control over the partnership’s operations
  • Limited liability for the limited partner, making it a less risky option for investors
  • No minimum capital requirement
  • Tax benefits, as the partnership is not subject to corporate tax and the profits are only taxed at the personal income tax level

What are the requirements for setting up a Limited Partnership?
To set up a Limited Partnership in the Netherlands, the following requirements must be met:

  • At least one general partner and one limited partner
  • A partnership agreement, which outlines the responsibilities and rights of each partner
  • Registration with the Dutch Chamber of Commerce (Kamer van Koophandel or “KvK”)
  • Appointment of a notary to draft and notarize the partnership agreement

What is the role of a notary in setting up a Limited Partnership?
In the Netherlands, a notary plays a crucial role in setting up a Limited Partnership. They are responsible for drafting and notarizing the partnership agreement, which is a legal requirement for the registration of the partnership with the KvK. The notary also ensures that the partnership is in compliance with Dutch laws and regulations.

How much does it cost to set up a Limited Partnership with notary services in the Netherlands?
The costs of setting up a Limited Partnership with notary services in the Netherlands can vary depending on the complexity of the partnership agreement and the fees charged by the notary. On average, the costs can range from €500 to €1500.

Frequently Asked Questions

Can a Limited Partnership have more than one general partner?
Yes, a Limited Partnership can have multiple general partners, each with unlimited liability for the partnership’s debts and obligations.

Can a foreigner set up a Limited Partnership in the Netherlands?
Yes, a foreigner can set up a Limited Partnership in the Netherlands, as long as they meet the requirements and have a Dutch resident as a general partner.

Is a Limited Partnership required to have a business bank account?
Yes, a Limited Partnership is required to have a business bank account in the Netherlands.

Can a Limited Partnership be converted into a different business structure?
Yes, a Limited Partnership can be converted into a different business structure, such as a Private Limited Company (Besloten Vennootschap or “BV”), with the assistance of a notary.

What is the difference between a Limited Partnership and a General Partnership?
A Limited Partnership has at least one general partner with unlimited liability, while a General Partnership (in Dutch: Vennootschap onder Firma or “VOF”) has all partners with unlimited liability. Additionally, a Limited Partnership is required to have a partnership agreement and is registered with the KvK, while a General Partnership is not.

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