Hello and apologies for the English, mijn nederlands is nog niet zo geweldig.

 

I am the DGA (directeur-grootaandeelhouder) in a BV that operates in the IT sector. Is it possible for my BV to also, hypothetically, start doing business in a completely differeny field of activity? As an example, selling paper and printers on top of the IT work. If not, what would be the options? Can I open another BV with myself as the director, or maybe a holding BV?

 

As far as I am aware from the legislation of other countries, you cannot operate in two unrelated fields, but I would like to know specifically for the Netherlands. If you can point me to any Dutch information, that would be sufficient. I was just unable to find the exact terminology for this particular case.

 

Much appreciated!

7 november 20222 j aangepast door ChristianG
Adding questions.

Dear Christian

 

Welcome to the HL forum.

 

The statutes of the BV include an article about what the purpose of the BV is. If this doesn't include the mentioned activities, then you shouldn't perform those. If you do and these activities lead to claims or debts then you will be personally liable as the director.

 

You can ask a Notary to change the statutes, so that both activities are mentioned in the purpose-article. It is not forbidden to perform more than 1 activity from the same BV, as long as you sort the above mentioned out first.

 

A Dutch Notary office can confirm this for you and help you.

 

All the best

Joost

 

 

Thank you very much, Joost!

 

For some reason, I could not find this information clearly stated anywhere, at least not in English. This is fantastic, thank you!

Hi Christian,

I would just like to add to what Joost said. Having multiple activities is usually not a problem. It is the natural course of business. We all just try to make a living.

There are no laws when it comes to what your business does, unless there are. Let me explain. In general you can do whatever generates profit for you. But some areas of business are more protected by laws than others. For example, when you try to sell baked goods, Dutch laws demand of you that you have an educational degree in that particular area.

In short, some activities require paperwork. Others do not. Especially the more modern activities do not. Like IT. Like you are referring to. Anyone can venture in them.

Yes, it would be nice if you update your activities at our Chamber of Commerce, for prosperity's  sake. They even have a page about it. Unfortunately not in English, but the gist is:
"if you do something new, tell us, so we can add it to our administration."
But this is not required by law per se, just nice for them to know. You can take on any new business venture at any time. Unless that particular area of business requires degrees or permits.

If you can tell us what exactly you are looking at to take on, we could help you by telling if that is protected by laws or just fine.

Have a great day.

Daxto.com, thank you very much for your reply and lovely website, I love the owl. I think I now understand the spirit of the law, so at least I feel I have a mental model for how this all works thanks to you and Joost.

 

I myself don't really know the other field of activity exactly. There is a friend who has a different business and might want to involve me as well in some capacity, but it's largely logistics (like shipping of goods). We haven't really talked about it extensively, but I had it in the back of my mind that a company has a declared sector in which it operates, and I wasn't sure if I could get involved without the overhead of another BV. Either way, it's not cupcakes or anything that should require special permits. Even if it is, I am now aware of it. Thanks again!

Sounds like it should be fine Christian.
 

But just for the sake of argument. Did you sign anything? Let me explain. You own a BV, your friend owns a BV. Yours is IT by origin, his something else. All fine. You probably bill him for the logistical services rendered. Great.
 

But if your friend is not simply cooperating to off-load his logistical challenges to you, but instead made you sign something binding, then you might not just be a logistical solution to him, but a legal solution as well. That all depends on the details of that contract.
 

For example, if you act as a middle-man, especially towards private individuals, then you are now legally responsible for all of that. So, from communication, RMA's and delivering the wrong stuff to even, if sent blindly, for whatever was in there.
 

Make sure you and him draw up papers on what the deal is, and who is responsible for what. More often than not verbal agreements lead to big problems down the road. Yes, we know, "we were friends". That is often the case initially. But as a business owner you carry both the benefits and the responsibilities. So you have to think ahead. Always pay due diligence and work it out on paper so you get spared any problems in the future.
 

Anyways, best of luck.

7 november 20222 j aangepast door Daxto.com