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Incorporating a Dutch BV or Luxembourg Sàrl

The Dutch BV remains the preferred holding and operating vehicle for North American multinationals entering Europe — low capital requirements, a mature treaty network, and a straightforward incorporation timeline make it the default starting point for most foreign-owned structures. For clients requiring a more flexible holding architecture, the Luxembourg Sàrl offers a well-established alternative — particularly for PE and VC fund structures, IP holding companies, and entities where investor confidentiality and tax treaty access are primary considerations.

Our expertise

WVT’s incorporation practice spans entity formation, post-incorporation compliance, and cross-border restructuring across the Netherlands, Luxembourg, and Switzerland. Our clients include North American multinationals establishing European subsidiaries, PE and VC fund managers structuring holding entities, and foreign founders selecting their first European registered company.

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Selecting the Right Swiss Entity Structure

The Swiss GmbH suits closely held companies with a small number of managing shareholders — minimum capital of CHF 20,000 and a straightforward registration process make it the default choice for new market entrants and foreign-owned subsidiaries. For larger or publicly oriented structures, the Swiss AG provides a share-capital framework suited to external investment, board governance, and eventual listing. WVT advises on entity selection, canton of domicile, and the substance requirements that Swiss tax rulings increasingly demand.

FAQ's

Which European jurisdiction is best for a foreign-owned holding company?

The right jurisdiction depends on your group’s ownership structure, existing treaty network, and operational substance. The Netherlands suits multinationals with US or Asian parent entities due to its extensive treaty network and participation exemption. Luxembourg is preferred for fund and IP structures. Switzerland suits non-EU mandates and family-owned trading entities. WVT assesses all three against your specific structure before recommending a jurisdiction.

How long does company incorporation take in the Netherlands, Luxembourg, and Switzerland?

Dutch BV incorporation typically completes within five to ten business days once all KYC documentation is in order. Luxembourg Sàrl formation runs two to four weeks, depending on notarial scheduling. Swiss GmbH and AG incorporations generally take three to six weeks due to canton-specific registration requirements. WVT manages the full timeline and coordinates directly with notaries and trade registers in each jurisdiction.

Can WVT handle incorporation across multiple jurisdictions simultaneously?

WVT operates as a single integrated team across the Netherlands, Luxembourg, and Switzerland, which means multi-jurisdiction incorporations are managed under one engagement rather than coordinated across separate local firms. This reduces timeline risk, ensures structural consistency, and gives in-house counsel a single point of contact for filings, governance documents, and post-incorporation compliance across all three jurisdictions.

What are the minimum capital requirements for each European entity type?

The Dutch BV requires a minimum share capital of €0.01 — effectively no capital threshold. The Luxembourg Sàrl requires a minimum of €12,000, fully paid up at incorporation. The Swiss GmbH requires CHF 20,000; the Swiss AG requires CHF 100,000, with at least 50% paid up at registration. WVT confirms applicable requirements as part of the pre-incorporation advisory process.

Does WVT provide a registered address and domiciliation services post-incorporation?

Registered office and domiciliation services are available across all three jurisdictions as part of WVT’s post-incorporation offering. This covers the statutory registered address requirement, mail handling, and — where applicable — the provision of a local director or manager to satisfy substance requirements imposed by the relevant tax authority or fund regulator.