How to convert a ZZP into a BV (And what it really costs)
A practical guide to converting your ZZP to a BV in the Netherlands.
20 jan 2026
•
21 min
Intro
Thinking about converting your ZZP into a BV?
If your profits are growing or your risk exposure is increasing, switching from a ZZP (Eenmanszaak) to a BV (Besloten Vennootschap) can be a smart strategic move. But the decision isn’t purely legal — it’s financial, fiscal, and operational.
In this guide, we break down:
When converting a ZZP into a BV makes sense
Step-by-step conversion options
All one-time and ongoing costs
Tax implications (with realistic thresholds)
Common mistakes to avoid
(This article is written for Dutch entrepreneurs and freelancers operating in the Netherlands.)
ZZP vs BV: What’s the Core Difference?
ZZP (Eenmanszaak)
No legal separation between you and the business
Profits taxed via income tax (box 1)
Eligible for self-employed deductions (zelfstandigenaftrek, MKB-winstvrijstelling)
Personally liable for debts
BV (Besloten Vennootschap)
Separate legal entity
Profits taxed via corporate income tax (VPB)
Salary taxed via DGA rules
Limited liability (in most cases)
Key takeaway
A BV adds complexity and cost but offers tax planning flexibility and risk protection.
When Does It Make Sense to Convert a ZZP into a BV?
While there’s no universal rule, many Dutch tax advisors agree on the following decision indicators:
1. Profit Threshold
Around €100,000–€120,000 annual profit → BV often becomes fiscally attractive
Below that → ZZP is usually cheaper due to tax deductions
(Exact break-even depends on salary level, dividend strategy, and personal situation)
2. Liability Risk
If you:
Sign large contracts
Work with advance payments
Hire staff or subcontractors
A BV reduces personal financial risk.
3. Long-Term Growth or Exit
A BV is better suited for:
Investors or shareholders
Selling your company
Building retained earnings
How to Convert a ZZP into a BV (3 Methods)
Option 1: Asset–Liability Transaction (Most Common)
You:
Create a new BV
Transfer assets, contracts, and clients
Close or wind down your ZZP
Option 2: “Geruisloze Inbreng” (Tax-Neutral Conversion)
A tax-deferred conversion under Dutch tax law.
Requirements:
Notarial deed
Approval from the Belastingdienst
Assets transferred at book value
This is the most popular option for profitable ZZPs.
Option 3: “Ruisende Inbreng” (Taxable Conversion)
Assets transferred at market value.
Usually only used in niche scenarios.
One-Time Costs of Converting to a BV
Cost Item | Estimated amount with neno |
|---|---|
Notary (BV formation + deed) | From €450.00 (Once off) |
Tax advisor / accountant | €120.00 per month |
Chamber of Commerce (KvK) | €75 |
Fiscal valuation (if needed) | €500.00 (Once off) |
Total one-time cost:
€450.00 – €1,200.00
Ongoing Costs of Running a BV
Compared to a ZZP, a BV has structurally higher annual costs.
Fixed Annual Costs (If done with neno)
Accounting & annual accounts: €1400.00
Corporate tax filing (VPB): €500.00
Payroll administration (DGA): €250.00
Director (DGA) Salary
Minimum “gebruikelijk loon” ≈ €56,000 (2025)
Subject to wage tax & social contributions
This is often the biggest cash-flow difference vs a ZZP.
Tax Comparison: ZZP vs BV (Simplified Example)
Annual profit: €120,000
As a ZZP
Income tax (box 1) after deductions
Effective tax rate: ~40–45%
Net income: ~€65,000–€72,000
As a BV
DGA salary taxed in box 1
Remaining profit taxed via VPB (19–25.8%)
Dividends taxed in box 2 (26.9%)
Result: BV often yields more net control, not always more cash — but enables deferral and planning.
Hidden Considerations Most Entrepreneurs Miss
Loss of Entrepreneur Deductions
You lose:
Zelfstandigenaftrek
Startersaftrek
Administrative Burden
Separate bank accounts
Board decisions (even if you’re the only director)
Dividend resolutions
Professional Image
Many clients and partners prefer dealing with a BV.
Common Mistakes When Converting a ZZP to a BV
Converting too early
Ignoring DGA salary rules
Underestimating admin costs
Skipping tax pre-approval
Forgetting contracts must be transferred
Final Verdict: Is Converting to a BV Worth It?
A BV is worth it if:
You earn consistently above €100k
You want risk protection
You plan to grow, hire, or sell
Stay a ZZP if:
Your profit is below €80k
Simplicity and flexibility matter most
Always run a personalised tax calculation before converting.

Written by
Nick Knuppe
CEO en oprichter


