Jump to content
  • Welcome to HigherLevel, the Dutch business forum

    Do you have a business question, do you want feedback on your business plan or do you want to advise others? Then you are at the right place at a higher level. Here entrepreneurs come together to take each other to the next level.
    Ask your question, get a quick answer and share your experiences with entrepreneurs. The moment it suits you!
    During the day, evening and weekend 24/7 free advice and exchange of experience with entrepreneurs who understand!
Chris Canter

Obtaining shares after 'geruisloze inbreng'

Recommended Posts

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!

Share this post

Link to post
Share on other sites

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

Share this post

Link to post
Share on other sites

Join the conversation

You can post now and register later. If you have an account, sign in now to post with your account.

Reply to this topic...

×   Pasted as rich text.   Restore formatting

  Only 75 emoji are allowed.

×   Your link has been automatically embedded.   Display as a link instead

×   Your previous content has been restored.   Clear editor

×   You cannot paste images directly. Upload or insert images from URL.

  • Bring your business plan to a higher level!

    All topics related to entrepreneurship are discussed on this forum.

    • Ask your entrepreneur questions
    • Answers / solutions from fellow entrepreneurs
    • > 65,000 registered members
    • > 100,000 visitors per month
    •  Available 24/7 / within <6 hours of response
    •  Always free

  • Who's Online

    Er zijn 11 leden online en 389 gasten

    (See full list)    
  • Ondernemersplein



Cookies on HigherLevel.nl

Cookies are necessary for Higherlevel.nl to function properly. By using HigherLevel.nl you declare to have read and accepted our terms and conditions.

 More information   I accept