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Chris Canter

Obtaining shares after 'geruisloze inbreng'

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Hi - apologies for the English. My Dutch is yet to reach accountant-level standards. Please feel free to reply in Dutch as I should be able to understand it.

 

I have been working over the past few months for an eenmanszaak that is currently in the process of going through a geruisloze inbreng to become a BV (met terugwerkende kracht, so it will be a BV as of January 2019). The eenmanszaak is owned 100% by one individual who is looking to deliver some shares to myself and another employee in order to make up for a lower salary.

 

It is my understanding that the owner of an eenmanszaak is not allowed to sell any shares for the first three years, but is allowed to issue new shares and sell these to investors at market price, or in this case, to employees. How could this situation best be dealt with in order for myself to be granted shares at a sub-market price, which would adequately make up for the sweat equity I should be earning? Could it be possible to set up a stock option programme? Would I be able to invest in shares at a more affordable price? Curious to here any alternatives that are available.

 

Just to clarify, the owner of the company is absolutely on board, he just wants to find the most attractive way to transfer shares to certain employees.

 

Thanks in advance!

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Sweat equity is considered net income. So to gain shares below market price, your employer needs to pay wage taxes on the difference between the agreed price and the market value. Same rules apply to an option plan. No such thing as a free lunch :winking-face:


Denarius Advies Fiscaal-juridisch adviseur: rechtsvormkeuze/-wijziging, samenwerkingsverbanden, bedrijfsoverdracht en exit-strategie: legal and tax

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