In business the global village has become a reality. Companies often can serve
their customers all over the world without a local presence. In recent years the
Internet has become an excellent e-shopping vehicle offering sleek international
payment and order fulfilment possibilities. Where local logistics remain necessary,
partnerships, alliances or agency agreements can usually satisfy all needs.
Nevertheless a "local company" in Europe may offer significant advantages. Some
examples:
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Tax optimisation as revenues can be recognised where this makes most sense.
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Local VAT treatment, simplifying the administrative burden on both sides of a
commercial transaction.
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Local bank accounts minimising cost and maximising ease of use.
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Company image. In some countries dealing with indigenous suppliers still is
preferred.
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Local language customer interface (e.g. sales, order processing, accounts
receivable follow-up, technical support).
In this area, using my specific expertise, I offer a full portfolio of:
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Company formation services: in the Netherlands, Belgium and Germany
(creation, registration, Ministry of Finance approval, VAT numbers, bank accounts).
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Virtual offices in these countries (at prestigious locations).
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Accounting services, including financial management reporting, tax declarations
and intra-company consolidation (online access on request).
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All back-office services (e.g. local language telephone handling and
correspondence, including first line pre- and post-sales support).
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Business, marketing and technical documentation in English, Dutch and German.
My activities in this field are in close cooperation with
openAeuropeancompany.com, one of the undisputed market leaders. This also
allows me to offer interested parties similar services in other European countries
and the rest of the world (e.g. USA, offshore).
European company formation and operation require careful consideration, detailed
planning and a competent, trustworthy business partner. I dare state we provide a
high quality service at a very moderate price. Don't hesitate to contact me for further
discussion and/or a quote.
Tel. +31 20 894 3899, mobile: +31 6 29 516 000 or skype: willem.overbeeke.
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Typically tasks include:
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Company registration. A company must be registered according to the
regulatory requirements of the country. Usually that means the creation of
"Articles of Incorporation" or Statutes. Depending on the local requirements
this is done by a notary or a solicitor. One aspect is the definition and pay-in of
appropriate owners' equity. In most cases this is a short term requirement and
financing can be arranged. Furthermore the company needs a physical "place
of business" or "legal seat". It is then duly registered (e.g. with the Department
of Commerce). It now exists, can start operations and is visible to other
business entities as well as consumers.
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Ministry of Finance approval and corporate tax registration. The procedure
varies from country to country. At the very least the company must become
known to the local tax authorities. Only then can it declare its results for
company tax purposes and engage employees (though the latter probably is of
academic interest only). In the Netherlands the process is reasonably
straightforward. Other countries (like Belgium and Germany) require time
consuming negotiations with the Ministry of Finance focusing on "proof of
economic activity". However even there ways and means exist to facilitate the
envisaged result (of which more later).
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VAT registration. One of the prime advantages of an office in Europe is VAT
registration. Once completed the company can start invoicing its customers and
reclaiming VAT on goods and services purchased. VAT registration
completed in one country has EU wide validity.
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Bank account. Though not necessary, having a local bank account has many
advantages. Payments within the EURO zone are mostly free of charge.
Customers consider a EU bank account a convenience and a proof of serious
intent. The company itself can substantially save on money transfers outside
Europe, as these can be grouped when required.
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The traditional construct for company formation in Europe is a local legal entity in
the prime country of residence (e.g. a Ltd. in the UK, a GmbH in Germany, a BV in
the Netherlands, a BVBA in Belgium, an SPRL in France). If intended EU
legislation goes into effect on July 1, 2010, this will be supplemented by the
European Private Liability Company ("EPC") that can be established in any EU
country. Typical advantages:
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A simplified procedure to set up branches across the EU.
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The possibility to move the legal seat or the principal place of business to a
different country without renewed registration.
As a consequence the parent company gains considerable flexibility. On top of that
this will possibly offer a workable alternative to acquiring "shelf companies" in
countries where that currently is the only feasible way.
Expertise with respect to the creation and operation of EPCs is still very limited,
also among notaries and solicitors. I'm happy to say the topic is one of my
specialties.
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Some European countries are quite restrictive in allowing companies to be
created. The regulatory authorities may require proof of local economic activity.
Belgium and Germany are typical examples. A work-around is the acquisition of
an existing local company that has ceased operations, also called a "shelf
company". Usually this does require a capital outlay, but it also offers tax
advantages as accrued losses can be subtracted from newly generated income.
As stated before, shortly another "backdoor" may be the creation of an EPC
(European Private Liability Company) in a more open geography and a subsequent
move of its legal seat or principal place of business to the country of choice.
Both strategies have their specific pros and cons. I'll be happy to advise you as to
the best course of action and, if preferred, help you find a suitable "shelf
candidate".
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Once your European company has been created, its legal seat or principal place of
business is established at a physical address. Usually I have provided this as part
of the formation service. Irrespective of how you want to manage your European
presence, you at least must ensure the ongoing existence of this virtual office, i.e.
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Reception, handling and forwarding of postal mail and packages.
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Prompt and professional local language response to correspondence and
communications from and requests by the regulatory authorities.
For my services to keep your virtual office up and running I invoice a small monthly
amount. Should you choose me to provide your European back-office (specified
separately), the virtual office is included by default.
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In order to comply with tax and other regulatory requirements you need to conduct
an orderly financial administration in each of the countries of operation. This is a
prerequisite for company (and possibly wage) tax as well as VAT declarations.
You may also be required to deliver formal reports for publication. Apart from these
formal obligations your books give you an invaluable insight in the soundness of
your business venture. Last, but not least, it makes much sense to automatically
consolidate the various subsidiaries into your corporate accounts.
I'd be glad to execute all the above tasks on your behalf. At your choice the
accounting can be online, enabling you to access all information directly from your
own computer(s).
In the Netherlands I rely on my own expertise. For other countries I operate through
competent and well established associates. In all cases you can be sure of
advantageous pricing, well below that of the often used international accounting
practices.
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Your reasons to opt for the establishment of a subsidiary in Europe may be
manifold. But the prime motivator probably is to give your customers the
convenience of dealing with a local supplier, using their own language, without any
hurdles in order fulfilment and in executing financial transactions.
Perhaps you can and want to ensure this from your own offices, or through a
European agent. If not, I'll gladly be your local office. Typically this comprises:
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Local language telephone handling (English, Dutch, German) using dedicated
lines, thus maintaining your identity.
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Local language correspondence
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Including first level pre- and post-sales support, eliminating any communication
issues with your own experts.
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Legal and litigation support in the Dutch, Belgian and German environments.
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Business, marketing and technical documentation in the languages enumerated
above.
Apart from the elimination of linguistic hurdles a further advantage is that time-zone
differences become irrelevant.
At your choice I bill my services on time and out-of-pocket expenses or at a fixed
monthly fee, reviewed annually. As stated before, my charge for back-office
services automatically includes the virtual office.
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1. About
