At NordicHQ, we help entrepreneurs and growing companies establish themselves across Europe. And there’s one question that comes up constantly:
Why does company formation cost €1,000 at one firm and €50,000+ at another?
Both numbers are real. Both are legitimate. They’re just building you completely different companies.
The €1,000 Company
This gets you operational fast. Register your limited company (like a Dutch BV, a Swedish AB, a UK Ltd etc.), file standard articles of association, get a tax number, open a bank account. Done.
If you’re running a consultancy in Utrecht, an online shop, or a local service business, this is probably all you need. No complexity required.
The Problem Hits Later
You’re six months in. Your Amsterdam-based startup is gaining traction. You want to hire a senior engineer in Berlin and offer them equity. Suddenly, your “simple” structure is in the way.
Your Dutch stock option plan? It creates immediate tax complications for anyone outside the Netherlands. That clause you barely noticed in your articles of association? It means you can’t issue preferred shares to investors without restructuring everything.
Or imagine this: You land a major client in Paris. Now you’re wondering if you’ve accidentally created a permanent establishment. Where does your IP actually live? How should you invoice? Your €1,000 setup didn’t contemplate any of this.
What Sophisticated Structuring Actually Solves
When we build international-ready structures, we’re anticipating your next three years, not just your next three months:
Holding structures that separate ownership from operations, making future fundraising and acquisitions cleaner.
Equity programs designed for a distributed team from day one, whether you’re hiring in Stockholm, Zurich, or San Francisco.
IP ownership properly documented and assigned, so you’re not scrambling during due diligence.
Shareholder agreements with drag-along rights, proper vesting, and anti-dilution protection that sophisticated investors expect to see—not realize is missing.
Transfer pricing considerations between entities, because the last thing you need during Series A is a tax audit surprise.
If you eventually want to exit, for example to a US buyer, or raise a serious round, your structure supports that path instead of requiring an expensive rebuild.
The Real Cost of Getting It Wrong
This is what restructuring typically costs:
- Legal fees (Dutch + new jurisdiction): €25-40k
- Tax advisory on both sides: €10-20k
- Notary fees for new holding structure: €3-5k
- Accounting/audit work: €5-10k
- Employee equity reissuance (if needed): €5-15k
Total: €50-90k for most scale-ups
But costs can exceed €100k when you’re restructuring mid-fundraise (hello, urgency premiums), dealing with complex IP transfers, fixing equity for employees across multiple countries, or navigating exit taxes on moving assets between jurisdictions.
The bigger cost? The 3-4 months of distraction during your fastest growth phase. Try explaining to investors why the round is delayed because your cap table is a mess.
When Does This Matter?
A Rotterdam-based consultancy doesn’t need cross-border IP structuring.
But if you’re building a SaaS platform planning to raise venture capital and hire across Europe? The question isn’t whether to invest in proper structuring. It’s whether you do it now or during a painful restructuring while investors are waiting and leverage is against you.
Only a handful of Dutch firms handle this complexity at an international level. And when VCs get involved, they’ll require their own counsel to review everything anyway—adding more cost later if your foundation is shaky.
The Real Question
It’s not about the setup cost. It’s about the cost of getting it wrong.
The €1,000 structure gives you a company. The sophisticated structure gives you a foundation that scales with your ambition.
Neither is wrong, they’re just built for different destinations.
Need help figuring out which path makes sense for your business? We help entrepreneurs and SMEs navigate European company formation every day. Let’s talk about what you’re actually building.
