Corporate Management Services
With the globalization of international business and the development of free trade, the corporate services industry and th...
Dutch Trust companies provide corporate management and trust services.
Services include but are not limited to the following:
<ul><li>Domiciliation </li></ul><ul><li>Providing address </li></ul><ul><li>Shared office space </li></ul><ul><li>Dedicate...
<ul><li>Directorships </li></ul><ul><li>Minimum one director </li></ul><ul><li>Foreign directors possible </li></ul><ul><l...
<ul><li>Account Management </li></ul><ul><li>Maintaining corporate records  </li></ul><ul><li>Organizing annual general me...
<ul><li>Accounting and administration </li></ul><ul><li>Recording financial transactions </li></ul><ul><li>Annual financia...
All Trust companies must be licensed under the Dutch Central Bank legislation since 2004 and are allowed to provide trust ...
<ul><li>Legal forms </li></ul><ul><li>BV </li></ul><ul><li>NV </li></ul><ul><li>Coop </li></ul>
<ul><li>Besloten Vennootschap (B.V.) </li></ul><ul><li>Private limited liability company </li></ul><ul><li>Mainly privatel...
<ul><li>Naamloze Vennootschap (N.V.) </li></ul><ul><li>Public limited liability company </li></ul><ul><li>Mainly stocklist...
<ul><li>Cooperative (Coop) </li></ul><ul><li>Cooperative society </li></ul><ul><li>At least 2 founding members  </li></ul>...
<ul><li>  Thank you! </li></ul>
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Rene van den Outenaar - IBCPIB™ 2009

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Corporate Management Services

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  • “ Dutch Corporate Services Industry” The origin and development of the corporate services sector in The Netherlands. With the globalization of international business and the development of free trade, the corporate services industry and the use of international finance and holding companies developed in the Netherlands. In the 1990s many European and other countries became aware of the benefits of The Netherlands and alternative jurisdictions like Ireland and Luxembourg developed. Around the turn of the century, innovative financial markets resulted in new instruments such as securitizations. These structures require an independent and ring-fenced special purpose vehicle which is managed by an independent entity. Furthermore, after 2000 the private equity funds emerged and these funds are extremely cost oriented. Therefore the corporate services sector is very important to these funds. Consequently, the corporate services sector grew in The Netherlands, Luxembourg and Ireland. The Dutch corporate services industry contributes to the Dutch economy. The reduction of international transaction costs, as one of the aims of the Dutch corporate services suppliers, leads to a higher economic growth and more flexible economic environment. Other aspects related to the economic contribution are the economies of scale which companies can realize through the services suppliers and the reduction of double taxation.
  • Company Formation A company can be incorporated by one (or more) subscriber(s), who can either be an individual or a legal entity. Dutch residence or nationality is not required. The actual incorporation takes place by execution of the articles of association by a public notary. Services: Incorporation of B.V., N.V. companies or Limited Partnerships, Coordination of legalisation of documents, Coordination of banking arrangements, Deed of Incorporation &amp; Articles of Association, Appointment of first directors, Shareholders’ Register Alternatively Molade has shelf companies available for purchase. Domiciliation Dutch companies can elect to have their domicile at the offices of Molade Trust Management. Services: Providing a registered address, office and basic telecommunication facilities, secretarial support, providing dedicated telecommunication facilities Directorships Molade Trust Management is able to provide Dutch directors. Services: Providing statutory directors, acting as nominees, providing escrow service Tax &amp; legal advice Coordination Molade will liaise with specialized tax firms to arrange high quality fiscal advice. Molade will act as an intermediary between clients and providers of fiscal and legal services Services: VAT processing &amp; filing, corporate tax returns &amp; filing, payroll and payroll tax services Administration and accounting Molade staff can take care of companies’ complete administration in accordance with local accounting standards and can also prepare the accounts in accordance with International Accounting Standards. At the client’s request Molade will prepare interim statements in the requested format and in accordance with the time schedule which the client has set. Services: Recording financial transactions, preparing interim financial statements, preparing annual financial statements, opening and maintaining bank accounts, managing bank transactions, maintain banking relationship, invoicing, handling purchase contracts, communicating with customers and suppliers, cash/credit management
  • Company Formation A company can be incorporated by one (or more) subscriber(s), who can either be an individual or a legal entity. Dutch residence or nationality is not required. The actual incorporation takes place by execution of the articles of association by a public notary. Services: Incorporation of B.V., N.V. companies or Limited Partnerships, Coordination of legalisation of documents, Coordination of banking arrangements, Deed of Incorporation &amp; Articles of Association, Appointment of first directors, Shareholders’ Register Alternatively Molade has shelf companies available for purchase. Domiciliation Dutch companies can elect to have their domicile at the offices of Molade Trust Management. Services: Providing a registered address, office and basic telecommunication facilities, secretarial support, providing dedicated telecommunication facilities Directorships Molade Trust Management is able to provide Dutch directors. Services: Providing statutory directors, acting as nominees, providing escrow service Tax &amp; legal advice Coordination Molade will liaise with specialized tax firms to arrange high quality fiscal advice. Molade will act as an intermediary between clients and providers of fiscal and legal services Services: VAT processing &amp; filing, corporate tax returns &amp; filing, payroll and payroll tax services Administration and accounting Molade staff can take care of companies’ complete administration in accordance with local accounting standards and can also prepare the accounts in accordance with International Accounting Standards. At the client’s request Molade will prepare interim statements in the requested format and in accordance with the time schedule which the client has set. Services: Recording financial transactions, preparing interim financial statements, preparing annual financial statements, opening and maintaining bank accounts, managing bank transactions, maintain banking relationship, invoicing, handling purchase contracts, communicating with customers and suppliers, cash/credit management
  • Company Formation A company can be incorporated by one (or more) subscriber(s), who can either be an individual or a legal entity. Dutch residence or nationality is not required. The actual incorporation takes place by execution of the articles of association by a public notary. Services: Incorporation of B.V., N.V. companies or Limited Partnerships, Coordination of legalisation of documents, Coordination of banking arrangements, Deed of Incorporation &amp; Articles of Association, Appointment of first directors, Shareholders’ Register Alternatively Molade has shelf companies available for purchase. Domiciliation Dutch companies can elect to have their domicile at the offices of Molade Trust Management. Services: Providing a registered address, office and basic telecommunication facilities, secretarial support, providing dedicated telecommunication facilities Directorships Molade Trust Management is able to provide Dutch directors. Services: Providing statutory directors, acting as nominees, providing escrow service Tax &amp; legal advice Coordination Molade will liaise with specialized tax firms to arrange high quality fiscal advice. Molade will act as an intermediary between clients and providers of fiscal and legal services Services: VAT processing &amp; filing, corporate tax returns &amp; filing, payroll and payroll tax services Administration and accounting Molade staff can take care of companies’ complete administration in accordance with local accounting standards and can also prepare the accounts in accordance with International Accounting Standards. At the client’s request Molade will prepare interim statements in the requested format and in accordance with the time schedule which the client has set. Services: Recording financial transactions, preparing interim financial statements, preparing annual financial statements, opening and maintaining bank accounts, managing bank transactions, maintain banking relationship, invoicing, handling purchase contracts, communicating with customers and suppliers, cash/credit management
  • Company Formation A company can be incorporated by one (or more) subscriber(s), who can either be an individual or a legal entity. Dutch residence or nationality is not required. The actual incorporation takes place by execution of the articles of association by a public notary. Services: Incorporation of B.V., N.V. companies or Limited Partnerships, Coordination of legalisation of documents, Coordination of banking arrangements, Deed of Incorporation &amp; Articles of Association, Appointment of first directors, Shareholders’ Register Alternatively Molade has shelf companies available for purchase. Domiciliation Dutch companies can elect to have their domicile at the offices of Molade Trust Management. Services: Providing a registered address, office and basic telecommunication facilities, secretarial support, providing dedicated telecommunication facilities Directorships Molade Trust Management is able to provide Dutch directors. Services: Providing statutory directors, acting as nominees, providing escrow service Tax &amp; legal advice Coordination Molade will liaise with specialized tax firms to arrange high quality fiscal advice. Molade will act as an intermediary between clients and providers of fiscal and legal services Services: VAT processing &amp; filing, corporate tax returns &amp; filing, payroll and payroll tax services Administration and accounting Molade staff can take care of companies’ complete administration in accordance with local accounting standards and can also prepare the accounts in accordance with International Accounting Standards. At the client’s request Molade will prepare interim statements in the requested format and in accordance with the time schedule which the client has set. Services: Recording financial transactions, preparing interim financial statements, preparing annual financial statements, opening and maintaining bank accounts, managing bank transactions, maintain banking relationship, invoicing, handling purchase contracts, communicating with customers and suppliers, cash/credit management
  • Company Formation A company can be incorporated by one (or more) subscriber(s), who can either be an individual or a legal entity. Dutch residence or nationality is not required. The actual incorporation takes place by execution of the articles of association by a public notary. Services: Incorporation of B.V., N.V. companies or Limited Partnerships, Coordination of legalisation of documents, Coordination of banking arrangements, Deed of Incorporation &amp; Articles of Association, Appointment of first directors, Shareholders’ Register Alternatively Molade has shelf companies available for purchase. Domiciliation Dutch companies can elect to have their domicile at the offices of Molade Trust Management. Services: Providing a registered address, office and basic telecommunication facilities, secretarial support, providing dedicated telecommunication facilities Directorships Molade Trust Management is able to provide Dutch directors. Services: Providing statutory directors, acting as nominees, providing escrow service Tax &amp; legal advice Coordination Molade will liaise with specialized tax firms to arrange high quality fiscal advice. Molade will act as an intermediary between clients and providers of fiscal and legal services Services: VAT processing &amp; filing, corporate tax returns &amp; filing, payroll and payroll tax services Administration and accounting Molade staff can take care of companies’ complete administration in accordance with local accounting standards and can also prepare the accounts in accordance with International Accounting Standards. At the client’s request Molade will prepare interim statements in the requested format and in accordance with the time schedule which the client has set. Services: Recording financial transactions, preparing interim financial statements, preparing annual financial statements, opening and maintaining bank accounts, managing bank transactions, maintain banking relationship, invoicing, handling purchase contracts, communicating with customers and suppliers, cash/credit management
  • By law Dutch corporate services suppliers must apply extended client due diligence checks, checks relating to the source of wealth and continuously monitor money and capital flows. These tasks relate to the fight against money laundering and terrorism.
  • Main differences between the N.V. and the B.V. N.V. B.V. bearer shares or registered shares registered shares only share certificates (optional for registered shares) no share certificates shares may be freely transferable (limitations on transferability optional) shares are not freely transferrable minimum paid-in capital € 45,000 minimum paid-in capital € 18,000 subject to certain restrictions, 10% of the outstanding shares may be repurchased by the company subject to certain restrictions, 50% of the outstanding shares may be repurchased by the company it may not give financial assistance for acquisitions by third parties of its own shares in principle no financial assistance for acquisitions by third parties of its own shares; however, subject to certain restrictions, loans may be granted for such acquisition
  • Main differences between the N.V. and the B.V. N.V. B.V. bearer shares or registered shares registered shares only share certificates (optional for registered shares) no share certificates shares may be freely transferable (limitations on transferability optional) shares are not freely transferrable minimum paid-in capital € 45,000 minimum paid-in capital € 18,000 subject to certain restrictions, 10% of the outstanding shares may be repurchased by the company subject to certain restrictions, 50% of the outstanding shares may be repurchased by the company it may not give financial assistance for acquisitions by third parties of its own shares in principle no financial assistance for acquisitions by third parties of its own shares; however, subject to certain restrictions, loans may be granted for such acquisition
  • The articles commonly contain rules on the distribution of profits and the allocation of profits to the cooperative reserves but any distribution can be made without (legal and accounting) restrictions since the capital protection rules (“ kapitaalbeschermingsregels ”) do not apply to a cooperative. The cooperative may in principle allow non-members to participate in which case such non-members are entitled to a share in the profits to the cooperative.
  • Rene van den Outenaar - IBCPIB™ 2009

    1. 1. Corporate Management Services
    2. 2. With the globalization of international business and the development of free trade, the corporate services industry and the use of international finance and holding companies developed in the Netherlands.
    3. 3. Dutch Trust companies provide corporate management and trust services.
    4. 4. Services include but are not limited to the following:
    5. 5. <ul><li>Domiciliation </li></ul><ul><li>Providing address </li></ul><ul><li>Shared office space </li></ul><ul><li>Dedicated office space </li></ul>
    6. 6. <ul><li>Directorships </li></ul><ul><li>Minimum one director </li></ul><ul><li>Foreign directors possible </li></ul><ul><li>A & B directors </li></ul>
    7. 7. <ul><li>Account Management </li></ul><ul><li>Maintaining corporate records </li></ul><ul><li>Organizing annual general meeting of shareholders </li></ul><ul><li>Handling day-to-day correspondence </li></ul><ul><li>Complying with the Dutch Central Bank requirements </li></ul><ul><li>Providing legal management or administrative services </li></ul>
    8. 8. <ul><li>Accounting and administration </li></ul><ul><li>Recording financial transactions </li></ul><ul><li>Annual financial statements </li></ul><ul><li>Maintaining bank accounts & transactions </li></ul><ul><li>Invoicing </li></ul><ul><li>Liaise with customers & suppliers </li></ul><ul><li>Cash/credit management </li></ul>
    9. 9. All Trust companies must be licensed under the Dutch Central Bank legislation since 2004 and are allowed to provide trust related services to international clients.
    10. 10. <ul><li>Legal forms </li></ul><ul><li>BV </li></ul><ul><li>NV </li></ul><ul><li>Coop </li></ul>
    11. 11. <ul><li>Besloten Vennootschap (B.V.) </li></ul><ul><li>Private limited liability company </li></ul><ul><li>Mainly privately owned </li></ul><ul><li>Used for smaller businesses or group holdings </li></ul>
    12. 12. <ul><li>Naamloze Vennootschap (N.V.) </li></ul><ul><li>Public limited liability company </li></ul><ul><li>Mainly stocklisted, banking or insurance </li></ul><ul><li>Used for larger businesses or group holdings </li></ul>
    13. 13. <ul><li>Cooperative (Coop) </li></ul><ul><li>Cooperative society </li></ul><ul><li>At least 2 founding members </li></ul><ul><li>Standard charactaristics of legal entity </li></ul><ul><li>Coop can act as holding company </li></ul><ul><li>Profit distribution tax free </li></ul>
    14. 14. <ul><li> Thank you! </li></ul>

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