Setting up your business in Europe in a tax efficient way

1. Investing in Europe through the Netherlands
2015
member of

2. • The Netherlands is often chosen as gateway to Europe for various reasons
• Next to operational benefits (workforce, logistical framework, multilingual
environment), the Netherlands offers various tax incentives for companies that are
establishing and growing their European footprint.
• The Dutch tax inventive scheme is also growing with your business presence in
Europe.
• We distinguish the following situations an growth scenario’s:
1. Start: Exporting to Europe via the Netherlands using independent distributors
2. Growing: Setting up a local sales force from private dwellings employees
3. Professionalize: Hiring an office space for European business growth
4. Mature: Expand office into an (intermediate) European holding company with
subsidiaries/branches
How start up business in Europe using the
Netherlands

3. Exporting goods to Europe via the Netherlands
Idea: appointment of DutchVAT agent
andVAT license to deliver to
independent distributors or clients. No
physical presence in Europe
Benefits:
1. Limited or no European tax
compliance outside Netherlands
2. No cash outflow importVAT
3. Highly developed logistical
framework in Netherlands
Considerations:
• Tax qualification independent
European distributors
Foreign
Company
EU Clients (B2B, B2C)
Flow of goods via
Netherlands
Appointment Dutch VAT
agent

4. Growing - Setting up a local sales force from
private dwellings employees
Idea: hire local workfoce and no office
space
Benefits:
1. If planned properly no Dutch
corporate tax compliance and
profit allocation
2. No need to file annual accounts
3. Low investment to get near the
European customer
Considerations:
• Negotiation authority employees
Foreign HQ
EU Clients (B2B, B2C)
Working from private
dwelling (Netherlands)
and visit (EU) customers

5. Hiring an office space for European business
growth
Idea: hiring office space in Netherlands
and concluding contracts with EU
partners and clients via the
Netherlands
Benefits:
1. Limited tax compliance in other
EU countries
2. Straight forward tax compliance
and profit allocation in the
Netherlands
3. Increase visible footprint
(presence) is commercially positive
Considerations:
• Profit allocation, VAT
Foreign HQ
NL Office Space
(Dutch Branch)
EU Clients (B2B, B2C)
Profit Allocation,
European VAT
framework and
remuneration
framework employees
require consideration

6. Expand office into an (intermediate) European
holding company
Idea: open office in other EU countries
and use the Netherlands as holding
country
Benefits:
1. No taxation of profits repatriated
to the Netherlands
2. No Dutch withholding tax and
Dutch taxation
3. Attractive benefits for expatriate
workers
4. Standardized tax compliance and
red carpet treatment Dutch
authorities
Considerations:
• Sufficient Dutch presence (office)
Foreign HQ
BV
EU companies
Non EU
companies
Coop
(European HQ)
Fiscal unity

7. Dutch Tax Planning Ideas
Some Dutch tax planning examples

8. CV-BV
• Benefits:
i. (US) tax deferral
ii. Limited Dutch tax leakage due to
participation exemption and no
withholding tax on interest and
royalties. Dividend to be reduced
to 5% or even 0% (Coop/treaty)
iii. Reduction (any) foreign
withholding tax (treaties/EU)
• Main considerations:
i. Beneficial ownership and
substance BV
US
CV
BV
Opco Opco
Dividend
Royalty
Interest
Dividend
Royalty
Interest

9. Private equity
• Benefits:
i. No Dutch tax leakage due to
repatriation profits Targets to
investors
ii. No Dutch interest withholding tax
• Main considerations:
i. Funding Dutch acquisition entities
and effective interest deduction in
Netherlands
Limited
Partnership
BV
Target Target
Coop
General partner
(Private Equity
managing investment)
LP Non
transparant NL
perspective
Investors
Fiscal unity

10. Innovation box
• Benefits:
i. 5% taxation of IP related income
ii. No need to have patents
iii. Also economic ownership of IP in
Netherlands is sufficient. Legal
protection can be done in US
iv. Still contract R&D is possible
• Main considerations:
i. Determine allocation income IP
ii. For contract R&D to non-Dutch
entities 30% margin (EU/BEPS)
Foreign entity
(non Dutch)
BV
(owning IP, not
necessarily a
patent)
Opco Opco
BV acquires and
redevelops IP or
start developing IP
from scratch
Income attributed to IP
subject to 5% CIT
Contract
R&D to BV
Contract
R&D to BV

11. Informal capital contribution deduction
• Benefits:
i. Interest deduction and no effective
interest pick up in other countries
ii. Based upon jurisprudence and
standard Dutch ruling practice
available and applied
iii. Structure can also be applied with
inter alia contributed IP. Deemed
license fee deduction.
• Main considerations:
i. Transfer pricing adjustments
outside the Netherlands.
US
CV
BV
Opco Opco
Non-
interest
bearing
Deemed
interest
deduction
Interest
bearing
loan

12. Our client service approach

13. Our vision results in the following cornerstones we believe are important when
servicing our customers:
• Our advices should be practical and understandable and clearly stipulating the
‘way forward’
• Clients will have one highly experienced point of contact
• We take an integrated approach in tax matters, since business and the different
(international) taxes ‘interact’ with each other
• Advice should be embedded in the context of the business
• To identify opportunities and detect tax risks in an early stadium, we organize
client service meetings on a regular basis
• Our aim is to provide a reply within 24 hours
• We believe it is important to be clear on the deliverables, pricing and planning
• We have an industry focus and keep close contact with all the relevant
institutions (tax authorities, auditors, legal advisors etc)
Client Service Approach

14. • Fisconti Tax Consulting is specialised in providing tax consultancy services to
businesses and has offices in The Hague and Amsterdam
• Our clients are Dutch and multinational companies ranging from start-up
businesses to long-time established and world’s leading businesses
• Experience is absolutely essential for providing tax consultancy of the highest
quality, so we have all gained several years workings experience at the big four
• Fisconti’s aim is to fully understand your business and to be considered a logical
and vital extension of your organization.
• Fisconti is part of an international network of independent tax consultants
specialized in corporate taxation, the Corporate Tax Alliance (www.corptax.org).
This is a global network and active in more than 30 countries.
About us

15. Work Process
analysis
• Investigate the business set up/value chain and corresponding
tax, economic and legal framework as building blocks of the
solution
design
• Use a balanced approach and design a solution that is
understandable and meets the requirements of the different
stakeholders
implement
• Prepare a step plan or project management plan and provide for
proper education and involvement of the stakeholders to
increase acceptance and understanding to achieve a timely and
cost efficient implementation

16.  Guido is the owner of Fisconti Tax Consulting and has more
than 15 years experience in Transfer Pricing and International
Taxation issues
 From this, he has extensive experience with, amongst others:
 Advise and assistance with the design and implementation
of tax efficient structures via the Netherlands (corporate
tax, VAT and wage tax)
 Obtain advice certainty and rulings from tax authorities
 Advising, implementation and documentation with respect
to cross border and (Pan) European transfer pricing
projects on behalf of clients in different industries
 Assist clients with the implementation of (cross border)
restructurings
 Assist clients with global mobility issues (wage tax, social
security)
 Guido is a full member of the International Fiscal Association and
holds various master degrees (Tax Law, Tax Economics, Finance
and post Master in International Taxation and European Tax)
 Guido is the former European RSM Head of Transfer Pricing and
contributing member of the European Tax Structuring and
European Tax Group. Guido started his career within PWC.
Resume Guido van Asperen

17. The Corporate Tax Alliance

18. • Fisconti Tax Consulting is specialised in providing tax consultancy services to
businesses and has experience in a broad range of tax advisory services, such as:
• Tax due diligence (VAT, CIT, wage, transfer pricing)
• Tax incentive planning (wage tax reduction, tax credits, investment deduction)
• Obtaining advance certainty from local tax authorities (rulings APA/ATR)
• Designing transfer pricing strategy and documentation (loans, royalty, business)
• Assistance with corporate restructurings (merger, liquidation, asset transfer)
• Wage tax and also global mobility services for expatriate employees and board
members (Nedeco, option scheme, salary split, 30% ruling, exit taxes etc)
• Tax assistance in greenfield operations and provide European project management
for companies expanding or entering the European market
• VAT optimization and management
• Intellectual property planning (patent box, contract R&D etc)
Our service offering – Tax advisory services

19. Mr Guido van Asperen
guido.van.asperen@fisconti.nl
+31 6 15041623
President Kennedylaan 19
2517 JKThe Hague
The Netherlands
www.fisconti.nl
member of