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Netherlands or Germany: where should a foreign company set up?
Both are ordinary places to run a European company, and the differences that decide it are capital, the moment the company exists, and tax. According to the German GmbH Act a GmbH needs EUR 25,000 of share capital, against one eurocent for a Dutch BV. Germany also has no single company tax rate, because every municipality sets part of it.
Germany is the assumption. It is the largest economy in the European Union, so a company planning its first European entity often starts there and never asks the question. That is a fair place to start and a poor place to stop: the two countries ask for different things at different moments.
Each German figure below comes from a German statute or federal source, each Dutch figure from a Dutch one, and every rate carries its year. Where your customers are decides more than any row in the table.
| What you meet first | Germany, the GmbH | Netherlands, the BV |
|---|---|---|
| Minimum share capital | EUR 25,000 | EUR 0.01 |
| Paid in before you may file | A quarter of each share, half the minimum in total | All of it, one eurocent |
| A smaller variant | The UG, below EUR 25,000, paid in full, a quarter of yearly profit to reserve | None needed |
| The company legally exists | On entry in the commercial register | On the notarial deed |
| Liability before that | Whoever acted in its name, personally and jointly | Whoever commits a BV still in formation |
| Who prices the notary | The courts and notaries costs act | Each notary, rates are free |
| Profit tax | Corporate income tax, a surcharge, and a municipal trade tax | One national rate, two brackets |
| Staff from outside the EU | A Blue Card, salary bar a share of a pension ceiling | A highly skilled migrant permit, employer recognised first |
Sources:
GmbH-Gesetz, section 5, Stammkapital
GmbH-Gesetz, section 5a, Unternehmergesellschaft
GmbH-Gesetz, section 7, Anmeldung der Gesellschaft
GmbH-Gesetz, section 11, Rechtszustand vor der Eintragung
Gerichts- und Notarkostengesetz, section 1
Business.gov.nl, Private limited company (bv)
Rijksoverheid, Wat kost een notaris?
The capital, and the variant that softens it
The German GmbH Act sets the share capital of a GmbH at a minimum of EUR 25,000. Before it may be filed for entry in the commercial register, a quarter of each share has to be paid and the total has to reach half of that minimum. Business.gov.nl puts the Dutch figure at EUR 0.01 paid into the company.
German law softens it. The UG is a GmbH founded with share capital below EUR 25,000, on two conditions: the capital is paid in full before registration, and a quarter of each year's profit, after deducting any loss carried forward, goes into a reserve. The company grows into the EUR 25,000 instead of starting there: the gap is timing, not a locked gate. The rest of a Dutch bill is in what it costs to start a Dutch company.
Sources:
GmbH-Gesetz, section 5, Stammkapital
GmbH-Gesetz, section 5a, Unternehmergesellschaft
GmbH-Gesetz, section 7, Anmeldung der Gesellschaft
Business.gov.nl, Private limited company (bv)
The day the company exists
Both countries send you to a notary; what differs is what the deed achieves. In Germany it is not the finish line. The GmbH Act says the limited liability company does not exist as such before entry in the commercial register of its seat, and that anyone who acted in its name before then is personally and jointly liable. In the Netherlands the BV comes into being with the deed, and the notary then files the company, its directors and its ultimate beneficial owners with KVK, the Dutch Chamber of Commerce, in one movement. The risky window is before the deed, not after.
The invoice differs too. German court and notary fees are charged only under the courts and notaries costs act, so the price follows the value of the transaction, not the office. Dutch notary rates are free, with no published tariff. Registering at KVK is a one-off EUR 85.15 in 2026.
Sources:
GmbH-Gesetz, section 2, Form des Gesellschaftsvertrags
GmbH-Gesetz, section 11, Rechtszustand vor der Eintragung
Gerichts- und Notarkostengesetz, section 1
Rijksoverheid, Wat kost een notaris?
KVK, Registration fee
Why there is no German company tax rate to quote
Anyone who hands you one German number is rounding off a system with three parts. Corporate income tax is 15% of taxable income for assessment periods up to 2027, and the same act steps it down to 10% from 2032. The solidarity surcharge adds 5.5% of the assessment base. Trade tax is the third: 3.5% of trade profit multiplied by a figure each municipality sets, and where none is set the act puts it at 280 percent.
Almost none stay at that floor. Destatis, the German federal statistical office, reports an average multiplier across all municipalities of 409 percent in 2024. That is a trade tax of 14.3% of trade profit, against 9.8% at the floor. With corporate income tax and its surcharge added, an average municipality came to roughly 30% of profit in 2024 and a floor municipality to near 25.6%. Those two totals are arithmetic on the rates above, not a rate anyone publishes.
The comparison is closer than it looks. The Dutch Tax Administration puts corporate income tax in 2026 at 19% on taxable profit up to EUR 200,000 and 25.8% above it, identical in every municipality. The Netherlands is not automatically cheaper: it is more predictable, and cheaper on the first EUR 200,000. The rate history is in the Dutch corporate income tax rate in 2026.
Sources:
Körperschaftsteuergesetz, section 23, Steuersatz
Solidaritätszuschlaggesetz 1995, section 4
Gewerbesteuergesetz, section 11, Steuermesszahl
Gewerbesteuergesetz, section 16, Hebesatz
Destatis, Gewerbesteuereinnahmen im Jahr 2024
Belastingdienst, Tarieven voor de vennootschapsbelasting
Bringing in people from outside the EU
Both ask for a salary, in different units, and the extra step sits on the Dutch side.
Germany writes the EU Blue Card bar as a share of the annual contribution assessment ceiling in the general pension insurance: at least 50% of it. For listed shortage occupations, and for someone who obtained their degree within three years of applying, it can be granted at 45.3% instead, with the approval of the Federal Employment Agency. The ceiling is reset every year, so the euro amount moves with it.
The Netherlands publishes a monthly figure and puts its condition on the employer rather than the job: the IND requires the employer to be a recognised sponsor before it can apply at all. From 1 January 2026 the gross monthly salary is at least EUR 5,942 at thirty or over, EUR 4,357 under thirty, and EUR 3,122 under the reduced criterion for a recent graduate, without holiday allowance. What recognition involves is in what a recognised sponsor is.
Sources:
Aufenthaltsgesetz, section 18g, Blaue Karte EU
IND, Required amounts income requirements
IND, Residence permit highly skilled migrant
When Germany is the better answer
Often enough, and it is worth saying so. If your customers are German industrial buyers, the entity belongs where the buying happens: procurement departments contract in German, audit suppliers locally, and treat a German counterparty as a shorter conversation. No tax table outweighs that. The same holds when the German market is the reason for expanding, and when the supply chain is German: automotive, machine building and industrial automation chains have their suppliers, testing houses and trade fairs there.
German company tax also points downward: the act that sets 15% today steps it to 10% from 2032, so a long horizon runs the other way.
The Netherlands offers the mirror image: no capital to find, one national rate, and a company that exists on the day of the deed. Whether you need one at all, or a registered branch of the company you have, is in branch or subsidiary in the Netherlands.
Sources:
Körperschaftsteuergesetz, section 23, Steuersatz
Belastingdienst, Tarieven voor de vennootschapsbelasting
Sources
- GmbH-Gesetz, section 5, Stammkapital (gesetze-im-internet.de, in German), checked 23 September 2026
- GmbH-Gesetz, section 5a, Unternehmergesellschaft (in German), checked 23 September 2026
- GmbH-Gesetz, section 7, Anmeldung der Gesellschaft (in German), checked 23 September 2026
- GmbH-Gesetz, section 2, Form des Gesellschaftsvertrags (in German), checked 23 September 2026
- GmbH-Gesetz, section 11, Rechtszustand vor der Eintragung (in German), checked 23 September 2026
- Gerichts- und Notarkostengesetz, section 1 (in German), checked 23 September 2026
- Körperschaftsteuergesetz, section 23, Steuersatz (in German), checked 23 September 2026
- Solidaritätszuschlaggesetz 1995, section 4 (in German), checked 23 September 2026
- Gewerbesteuergesetz, section 11, Steuermesszahl (in German), checked 23 September 2026
- Gewerbesteuergesetz, section 16, Hebesatz (in German), checked 23 September 2026
- Aufenthaltsgesetz, section 18g, Blaue Karte EU (in German), checked 23 September 2026
- Destatis, Gewerbesteuereinnahmen im Jahr 2024 (in German), checked 23 September 2026
- Business.gov.nl, Private limited company (bv) in the Netherlands, checked 23 September 2026
- KVK, Registration fee, checked 23 September 2026
- Rijksoverheid, Wat kost een notaris? (in Dutch), checked 23 September 2026
- Belastingdienst, Tarieven voor de vennootschapsbelasting (in Dutch), checked 23 September 2026
- IND, Required amounts income requirements, checked 23 September 2026
- IND, Residence permit highly skilled migrant, checked 23 September 2026
Checked on 23 September 2026. This page is general information, not legal, tax or investment advice. Rules change: check the official source, or ask an adviser, before you act on it.
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