When is it smart to switch from a sole proprietorship to a private limited company (BV)?

Your webshop is running at full speed. Revenue is increasing, your processes are streamlined, and maybe you’ve already built a team around you. Time for the next step? At some point, many entrepreneurs wonder: should I switch from a sole proprietorship to a BV? In this article, we’ll explain when that makes sense — and what it can do for you.

1. Liability: protect yourself and your assets

As the owner of a sole proprietorship, you’re fully personally liable. If your business goes bankrupt or runs into significant debt, creditors can come after your personal assets. Think: savings, your car, or even your house.

A BV (private limited company) works differently. It’s a separate legal entity. Creditors can generally only claim the assets of the BV — not your personal wealth. As your business grows and risks increase, this setup offers more protection.

2. Taxes: when does a BV become fiscally attractive?

In a sole proprietorship, you pay income tax on all profits — up to 49.5%. You do qualify for deductions like the self-employed and SME profit exemptions, but those benefits taper off as your income increases.

With a BV, the setup is different:

  • The BV pays corporate income tax: 19% on profits up to €200,000 and 25.8% above that.

  • If you pay yourself dividends, you also owe dividend tax: 24.5% up to €67,804 and 31% above that.

Still, when you consistently make profits of €100,000 or more per year, a BV is often more tax-efficient than a sole proprietorship — especially if you keep most of the profit in the company for reinvestment.

3. Other benefits of a BV

  • Limited liability, so less personal financial risk.

  • Investor- and sale-ready: a BV structure makes it easier to bring in investors or sell shares.

  • Holding structures possible: useful for separating business risk from private assets.

  • No required starting capital anymore. However, notarial formation is mandatory (€500–€1,500).

4. What does it cost to run a BV?

A BV is a bit more complex than a sole proprietorship, and that comes with slightly higher costs. Think:

  • Formation costs (notary)

  • Annual financial statements

  • Payroll administration (since you’re employed by your own BV)

  • More paperwork = higher accounting fees

At Staxxer, we keep things clear. We automate your bookkeeping, VAT filings (including OSS), corporate tax filings, and year-end reporting for a fixed monthly fee. No surprises, no hassle. More transactions? No problem. Our software and experts scale with your business.

When is the right moment?

As a rule of thumb: if your annual profits are consistently around €100,000, switching to a BV is worth considering. But it’s not a hard limit. Factors like your growth plans, business risks, and investor goals matter too. Our advice: always get proper guidance.

Grow without the headaches? Book a call with a Staxxer expert

Curious whether switching to a BV is the right move for your business? Our experts will help you figure it out. No one-size-fits-all advice — just a custom plan. And if you decide to switch, we’ll make sure your accounting is set up right from day one.

Need help converting your sole proprietorship into a BV? We’ve got you covered — from strategic advice to hands-on implementation.

 

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Renée van Dal

Renée is Staxxer’s content marketer, with several years of experience writing blogs about VAT, EPR, and related topics. Over time, she’s developed a knack for breaking down complex subjects into simple, easy-to-understand content.