In short: an Estonian private limited company (OÜ) and a Dutch besloten vennootschap met beperkte aansprakelijkheid (B.V.) are both limited-liability companies that one person can found. They differ in how the company is formed, in how a share changes hands, in the yearly filings and in when the company's profit is taxed. This page sets the facts of both side by side from the official texts; it does not say which is better for you.

The facts side by side

The company and its owners: Estonian OÜ: One founder with one share is a valid company (Commercial Code § 148(1)); a shareholder is not personally liable for the company's obligations (§ 135(2), (3)); Dutch B.V.: A legal person whose capital is divided into transferable registered shares; a shareholder is not personally liable for what is done in the company's name and need not contribute to its losses beyond what is to be paid on the shares, subject to art. 192; at least one voting share is held by someone other than the company (Civil Code, book 2, art. 175(1))
Forming the company: Estonian OÜ: At a notary in Tallinn or by power of attorney; online without a notary for a founder with an e-residency card or Estonian ID card; Dutch B.V.: By one or more persons by notarial deed, signed by every founder and everyone who takes shares under the deed (art. 175(2))
Capital: Estonian OÜ: Share capital in euros (Commercial Code § 136); the smallest share has a nominal value of one cent (§ 148(1)); Dutch B.V.: The articles state the nominal amount of the shares and the deed of formation states the issued and paid-up capital (art. 178(1)); the article names no minimum amount
Transfer of a share: Estonian OÜ: Notarised; the notary sends the notice to the register within two days (Commercial Code § 149); Dutch B.V.: The issue or transfer of a share requires a deed executed before a notary established in the Netherlands (art. 196(1))
Yearly filing: Estonian OÜ: Annual report within six months after the end of the financial year (Commercial Code § 179); Dutch B.V.: The board draws up the annual accounts within five months after the end of the financial year, a term the general meeting can extend by at most five months for special circumstances (art. 210(1)); the general meeting adopts them (art. 210(3)), and they are filed with the trade register within eight days of adoption (art. 394(1))
How company profit is taxed: Estonian OÜ: Corporate income tax is paid when profit is distributed; no income tax is paid on profit while it stays in the company — see how Estonia taxes company profit; Dutch B.V.: Corporate income tax on the taxable amount: 19 percent up to 200 000 euros, and above that 38 000 euros plus 25.8 percent of the excess (Corporate Income Tax Act 1969, art. 22, in the text in force from 1 January 2026)
VAT number: Estonian OÜ: An Estonian VAT number is an EU VAT number that customers can check in VIES; Dutch B.V.: The Netherlands is a member state of the European Union

This is general information, not tax advice: in Estonia the tax becomes due when profit is distributed, and LexorCorp Global does not provide tax advice. The rule and its official sources are in the guide How Estonia taxes company profit.

What each route requires

Estonia. Customer due diligence by the service provider, a registered address in the commercial register and, if the company's address is abroad, a contact person in Estonia (Commercial Register Act § 24). A ready-made company or a formation at a notary needs no e-residency.
The Netherlands. A notarial deed of formation (Civil Code, book 2, art. 175(2)), a notarial deed for every later share transfer (art. 196), and each year the accounts drawn up, adopted and filed (art. 210 and 394).

How an Estonian company is obtained

Choose the route: a ready-made company that already exists, a new company formed at a notary or by power of attorney, or online formation with an e-residency card.
Order online and pay by card; the order form shows the total before you pay.
Identification. As a provider licensed by the Estonian Financial Intelligence Unit (FIU000117) we identify every client first.
Signing at a notary in Tallinn, by a power of attorney signed in your country, or digitally on the online route.
Register entry and documents in PDF by email.

Documents

For an Estonian company you are asked for an identity document and proof of address of the board members and beneficial owners; on the remote route a power of attorney signed before a notary in your country, as a rule with an apostille.

Prices of the Estonian routes

ready-made company: €900 Registered address and contact person service for one year are included. in person, €1,200 remote; with a VAT number €1,150 and €1,450;
new company: €950 Registered address and contact person service for one year are included. in person, €1,250 remote;
online formation for an e-resident: €950 Registered address and contact person service for one year are included..

The Estonian notary fees and state fees, the registered address and the contact person for the first 12 months are included in these prices. We do not form Dutch companies, and this page states no Dutch notary or register fee.

Timeline

The Dutch texts used here set no number of days for the register's entry, and for Estonia this page states none either: the time depends on the notary's appointment, on customer due diligence and on the register. A ready-made company already exists, so only the transfer has to be done.

Limits of this comparison

It compares formation, capital, share transfer, yearly filing and the company's own tax rate, not the tax result for you: where a company is taxed depends on where it is managed and where its owner lives. If you will run an Estonian company from the Netherlands, see Estonian company run from the Netherlands.
The Dutch corporate income tax has more rules than the rate table this page names; whether one applies is a question for a Dutch tax adviser.
Opening a bank or payment account is decided by the bank or payment institution in both countries.
The Dutch figures are those of the texts in force on the day they were read (22 October 2026) and can change.

Related service

If the Estonian route fits, start with the ready-made company packages or the list of companies for sale; ready-made or new compares the two Estonian routes.

Official sources

The Netherlands: Burgerlijk Wetboek, book 2, art. 175, 178, 196, 210 and 394; Wet op de vennootschapsbelasting 1969, art. 22 — wetten.overheid.nl (the government's official legislation database), texts in force read on 22 October 2026;
Estonia: Commercial Code §§ 135, 136, 148, 149 and 179, Commercial Register Act § 24 — Riigi Teataja; company data — e-Business Register.

This guide is general information, not legal or tax advice for your specific situation.

Sources are named in the text, without links. To see which of our services your company needs, open the Business Navigator.

Estonian company (OÜ) or Dutch B.V.: the official facts compared