Limited liability company

The limited liability company is a legal entity with a capital divided into shares. This capital is used for the realization of a certain purpose. The providers of the company's capital are called shareholders. Each shareholder participates in the company for a certain number of shares.

The shareholder's only obligation to the company is to "pay in full" the shares he has taken, that is, to pay the cash value to the B.V. The B.V. form is the partnership of shareholders characterized primarily by its private nature. The shares in the B.V. are not freely transferable. The B.V. can only issue registered shares. No share certificates may be issued of those shares. Especially in this feature, the private character of the limited liability company becomes visible.

Limited liability company

For the large enterprise that requires raising a lot of capital from third parties, the B.V. is less suitable. For such enterprises, the public companies, the N.V. form is the most appropriate legal form. In addition to registered shares, the N.V. can also issue "bearer shares," which can be listed on the stock exchange. In principle, the shares in the N.V. are freely transferable. This makes those shares, which are in fact participations in the company, easily tradable.

It is therefore easy for the N.V. to appeal to the investing public. There are many more B.V.'s than N.V.'s in the Netherlands.

Sole proprietorship

When a natural person runs a business for his or her own account and risk, there is a sole proprietorship. In this case, no distinction is made between business assets and private assets. This implies that all assets and debts belonging to the enterprise constitute the entrepreneur's income and expenses. The entrepreneur is personally liable as a person. This means that a creditor of the sole proprietorship can recover directly from the entrepreneur's private assets, while private creditors can also recover from the company's assets.

General partnership (VOF)

The general partnership can be defined as a public partnership carrying on a business. This form of partnership also arises through the formation of the partnership agreement/company contract between the founders. A notarial deed is not required, but consultation with experts is of great importance when designing such a contract, especially related to the personal liability of the partners.

Partnership

The partnership is a form of cooperation between two or more persons, called "partners," who pursue a particular purpose with what they contribute. The contribution of the partners may consist of labor, money and/or property. The individual partners are not required to all contribute an equal amount to the community.

The partnership form is widely used by - free - professionals. For example, a partnership of doctors or accountants. The agricultural sector also frequently uses the partnership as a form of organization.

Limited partnership

The limited partnership is a special manifestation of the general partnership. The main point of difference is that the limited partnership distinguishes two types of partners. These are the general partners and the limited partners.

The general partner of the limited partnership, like the partner of the general partnership, is personally and severally liable for corporate debts. This does not apply to the limited partner, also called silent partner.

Association 

The association is a legal form that has traditionally been used mostly to "unite" groups of people pursuing the same goal. Associations are particularly active in the fields of politics, faith, philosophy of life, animal love or collecting, sports and music, theater or environmental protection. In short, any goal can be seized upon to join together in association.

However, the purpose of the association may not be aimed at disturbing public order or offending morals, nor be contrary to the law. Furthermore, the law has the restriction that the purpose of the association may not be to make profit for distribution to the members. Incidentally, associations are by no means prohibited from making profits and accumulating funds, but these must benefit the common goal.

Cooperative

The cooperative is an association that by law must operate an enterprise with its members. A characteristic feature of the cooperative's enterprise is that it does not particularly seek a return on accumulated capital, but rather a different kind of added value for its members. The members strive to achieve efficiency gains which leads to a lower price for the goods or services provided by the cooperative to the members or a higher price for the goods and services provided by the members to the cooperative.

Foundation

Traditionally, foundations have been established for a variety of charitable purposes. Since the beginning of the last century, the use of the foundation form outside the realm of charitable purposes has skyrocketed. Especially in the field of social welfare, one now also finds (large) foundations.

Insofar as the purpose of the foundation is to make distributions (which will usually be the case), these distributions are limited to the idealistic, social field. In particular, the "social field" is a very broad concept, to which a proper description must be given in consultation with the (candidate) notary.

The purpose of the foundation may not include making distributions to its founders or to those who are members of organs within the foundation (such as the board). Payment to founders or directors of expenses incurred by them or reimbursement of time made available (if real) is permitted.