Knowledge base

Converting a sole proprietorship into a BV: step-by-step plan and costs

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What does it cost to convert a sole proprietorship into a BV?

The question 'when and how do I convert my sole proprietorship (eenmanszaak) into a BV (the Dutch private limited company)?' is covered in detail on the page about converting a sole proprietorship into a BV: when and how. This page is specifically about the costs and the concrete step-by-step plan. That is exactly what most entrepreneurs want to know before they make a decision.

The total cost of a conversion consists of two separate parts. The first part is the one-off cost of incorporation and the transfer of your business. The second part is the ongoing cost of the bookkeeping for your new BV.

One-off incorporation costs at the civil-law notary: The BV is incorporated by a civil-law notary. In 2026, notary fees are usually between 800 and 1,500 euros (excl. VAT), depending on the notary and the complexity of the structure. If you opt for a holding company with an operating company (the most common set-up), two deeds are required and the costs are higher. You pay these costs directly to the notary; Nummerix does not perform any notarial work.

Cost of the transfer at Nummerix: The transfer, meaning moving your sole proprietorship into the BV for tax and administrative purposes, is a separate process. We prepare the opening balance sheet, file the income tax return for your sole proprietorship up to the moment of transfer and arrange the Chamber of Commerce (KVK) changes that fall on our side. The cost of this transfer process is agreed in advance and depends on the size and condition of your records. You receive a fixed quote, not an hourly rate.

Ongoing costs for the bookkeeping of your BV: After the transfer, the regular bookkeeping of your BV begins. At Nummerix you pay one fixed monthly fee (excl. VAT) that covers everything: the financial administration, VAT (btw) returns, corporate income tax (vennootschapsbelasting, VPB), preparing and filing the annual accounts (jaarrekening) and the payroll for yourself as the director-major shareholder (DGA) and any employees. So you know exactly what you pay each month. Want to know what your specific monthly fee will be? Request a no-obligation quote and you will receive a concrete answer within one working day.

One cost item that entrepreneurs sometimes forget: the cost of the tax-neutral transfer (geruisloze inbreng) of the sole proprietorship into the BV. With a tax-neutral transfer you move your business across without paying tax at that moment on hidden reserves and goodwill. That sounds attractive, but it is not always the smartest choice. Whether the tax-neutral or the taxed variant suits you better depends on your personal situation: the size of your reserves, your future plans and your expected profit in the BV. We discuss this in the introductory meeting, so you can make a well-founded choice.

Step-by-step plan: how converting your sole proprietorship into a BV works

Converting a sole proprietorship into a BV is not an overnight matter, but it is not an insurmountable process either once you know what to expect. The steps are listed below in order. Note: some steps partly run in parallel.

Step 1. Decide whether a BV makes sense and which structure fits. The rule of thumb is that a BV becomes attractive for tax purposes from a profit of roughly 100,000 euros per year, but that is only one of the factors. Liability, pension build-up, growth planning and the comparison between BV or sole proprietorship: tipping point and comparison all play a role. In this step you also choose whether to place a holding company above your operating company, and whether to use a tax-neutral or a taxed transfer.

Step 2. Have the balance sheet and the value of your sole proprietorship determined. For the transfer, the value of your business has to be established. We prepare the opening balance sheet and advise on the transfer value of the assets and liabilities. This forms the basis for the notarial deed.

Step 3. The notary incorporates the BV and executes the transfer deed. You submit the information to a notary of your choice. The notary draws up the deed of incorporation, executes the deed and arranges registration in the Commercial Register (KVK). We work with the notary on the required financial documents, but the incorporation itself is the notary's responsibility.

Step 4. Registration with the KVK and notification to the tax authority. After incorporation, the BV is registered in the Commercial Register. The tax authority (Belastingdienst) automatically issues a new payroll tax (loonheffing) number and VAT number. We arrange the set-up of the administration and make sure all returns run correctly from day one.

Step 5. The sole proprietorship is deregistered. The sole proprietorship is deregistered at the KVK. At the same time, we file the final income tax return for the period in which your sole proprietorship was active. This neatly closes the tax file of your sole proprietorship.

Step 6. The bookkeeping of your BV starts. From the moment of transfer we handle the complete bookkeeping of your BV. You receive a monthly overview, all returns are filed on time and you have a fixed contact person you know.

Do you want this process to take effect retroactively? That is possible, but strict tax conditions apply to converting a sole proprietorship into a BV with retroactive effect. The tax authority allows a maximum of nine months' retroactive effect, and only if all requirements are met. Always request an advisory meeting first, so you know whether your situation qualifies.

FAQ

Frequently asked questions

Can I convert my sole proprietorship into a BV, or do I have to set up a new BV?

A sole proprietorship is not technically 'converted': you set up a new BV through the notary and then transfer your business into it via a transfer deed. Legally, the sole proprietorship no longer exists after that; the activities continue in the BV. You can transfer your business into a new BV, but also into a BV you already have.

What are the total costs of converting a sole proprietorship into a BV?

The costs consist of two parts. Notary fees for incorporation are usually between 800 and 1,500 euros (excl. VAT), depending on the notary and the structure. In addition there are the costs of the transfer process at Nummerix: the opening balance sheet, the final return for your sole proprietorship and the set-up of the BV bookkeeping. Those costs are agreed in advance as a fixed price. Request a quote for a concrete amount tailored to your situation.

Can a sole proprietorship be converted into a BV with retroactive effect?

That is possible under certain conditions. The tax authority allows a maximum of nine months' retroactive effect, provided you meet all tax requirements. The exact conditions depend on your situation. Schedule an introductory meeting to assess whether your case qualifies.

What is the difference between a tax-neutral and a taxed transfer?

With a tax-neutral transfer you move your sole proprietorship into the BV without paying tax at that moment on hidden reserves and goodwill. With a taxed transfer you do settle those reserves and goodwill at the time of transfer, but afterwards the BV has a higher book value. Which variant is more advantageous for tax purposes depends on your expected profit, the size of your reserves and your future plans. We discuss this in the introductory meeting; a general recommendation is not appropriate here. You will find more explanation on our page about the tax-neutral transfer of a sole proprietorship into a BV.

When is a BV a sensible choice for tax purposes compared with a sole proprietorship?

As a rule of thumb, a BV becomes attractive for tax purposes from a profit of around 100,000 euros per year, because the combined rate (corporate income tax plus box 2) is then lower than the income tax in a sole proprietorship. But the decision goes beyond the tax rate alone: liability, pension build-up and growth planning also play a role. Read the full comparison on our page about BV or sole proprietorship: tipping point and comparison.

How does Nummerix handle the transfer if I am already a client at another firm?

We contact your current firm and arrange the handover of the records. You give one approval; we do the rest. The handover costs you hardly any time and we make sure there are no gaps in the records or the tax returns.

Questions about your own situation?

An intake call is free and without obligation. Prefer to know the price straight away? Request a quote.