
Depending on the amount of profit an entrepreneur makes, it may be interesting to run the company in a B.V. or not. Of course, reasons other than tax can also underlie the choice of a company's legal form, but we will leave these aside for the sake of convenience. Naturally, VWGNijhof will be happy to list both the tax and non-tax arguments for you.
The moment to change legal form, or in other words, the moment to enter or exit the B.V., is generally best aligned with a regular balance sheet date. The vast majority of companies operate with a financial year equal to the calendar year. Then the generally ideal time to change legal form is January 1 of a year.
The actual act of entering or leaving the B.V. (for example, the moment when the B.V. is incorporated at the notary and the company is brought in), cannot usually be carried out on 1 January. Although the tax rules primarily align with the time of the actual act, some retroactivity is approved. However, you must then enter into a letter of intent or preliminary agreement on time, and that document must meet all the conditions of approval. If the contribution to the B.V. takes place with reorganisation or in the case of a reorganised return from the B.V. (and that act must work back to 1 January for tax purposes), the letter of intent or preliminary agreement must have been concluded before 1 April. In the case of a reorganised contribution to the B.V., you still have until 30 September to do so.
If you have not yet decided whether to change legal form retrospectively from 1 January 2015, it may be wise to before 1 April 2015 enter into a letter of intent or preliminary agreement. You will then have some time to weigh this up at your leisure. Of course, you can also contact VWGNijhof for this.
PLEASE NOTE: After the letter of intent or pre-agreement is concluded, you cannot rest on your laurels. For the retroactive effect to be effective, the follow-up acts must be carried out before designated times.
