Besloten vennootschap met beperkte aansprakelijkheid
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Besloten vennootschap met beperkte aansprakelijkheid (Dutch pronunciation: [bəˈsloːtə(n) ˈvɛnoːtsxɑp mɛd bəˈpɛrktə ʔaːnˈspraːkələkɦɛit]; usually abbreviated bv in the Netherlands, bvba in Belgium) or Société Privée à Responsabilité Limitée (SPRL) is the Dutch and Belgian version of a private limited liability company. The company is owned by shareholders, and the company's shares are privately registered and not freely transferable. The phrase means "secluded partnership" or private company with limited liability and it is the most common form of limited company in the Netherlands and Belgium.
A Dutch BV may be created by one or more individuals or legal entities, Dutch or foreign, with a minimum paid in capital of €0,01. A deed of incorporation is executed and filed. The deed must be in Dutch. It must contain details of the incorporators, and of the initial Members of the Board, their amounts of participation and payments of initial capital. The deed also contains the Articles of Association, consisting of at least:
- the company name (which must begin or end with "B.V.")
- the city where the company has its registered seat
- the purpose of the company
- the issued share capital and paid-in capital
- the par value(s) of stock
- the conditions for share transfer
The authorized capital is the maximum capital that may subsequently be issued without altering the Articles of Association; it may be up to a maximum of five times the initial capital.
Contrast with the publicly traded form of company: Naamloze Vennootschap.
- Types of business entity
- S.R.L. (the corresponding concept in Argentina)
- Ltd. (the corresponding concept in the UK, Ireland and Kenya)
- Pty. Ltd. (the corresponding concept in Australia and South Africa)
- SARL (the corresponding concept in France, Morocco, Switzerland and Luxembourg)
- GmbH (the corresponding concept in Germany and Austria)
- Anpartsselskab (the corresponding concept in Denmark)
- Aktiebolag (the corresponding concept in Sweden)
- Co., Ltd./YK and GK (the corresponding concept in Japan)
- LLC (the corresponding concept in the United States.)
- Osake Yhtiot (the corresponding concept in Finland)
- met in isolation: [mɛt].
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