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9 Comments

What 'Legal Entity' are you running as?

Hello all Dutchies!

What kind of 'legal entities' are the Dutch IndieHackers running as (for SaaS)? I'm also curious as to why you are running as you are.

Background: I'm a ZZPer, but am building up something that will hopefully at some point start earning some money. I am curious whether a BV (or something else) is needed/preferable/advisable.

Thanks!

What is the legal entity for your SaaS?
  1. ZZP
  2. BV
  3. Something else (see comment)
  4. None
Vote
posted to
The Netherlands
on March 14, 2023
  1. 2

    As a European or non-American it's possible to start a company in the US. You do need some paperwork and a representative. There are several companies who offer services for this.

  2. 2

    Hi @BoilahM,

    I am also questioning this. For me I am currently registered as a "Eenmanszaak" and I work primarily as a ZZP, which make me personally liable. And for services it's an okay risk.

    Running a SaaS adds extra liability: what if someone holds you liable for lossing data or if there is a data breach? Are Terms and Conditions enough to divert that liability? I personally do not feel comfortable with the risk currently which holds me back of launching a product.

    A BV is a whole new set of overhead to add and you need an accounting firm, because you have to deposit your yearly statement in the KvK. And you have to pay yourself a DGA salary...

    It feels like in the Netherlands we are missing a legal entity for indie hackers who just quickly want to start and experiment without adding a huge liability over themselves.
    If you have a successful running SaaS than It is an easy choice, but as a starting or even experimenting Dutch entrepreneur it's not that evident to me.

    Looking forward to other responses. So thank you for asking.

    1. 1

      Agree with all of this. But liability exists for a reason, if anyone could get a 'Indiehacker' business entity and start doing business without liability it could be a mess.

      1. 1

        In the spirit of maintaining a fair and trustworthy system I follow your thoughts and statement. One should take responsibility for ones actions.

        That being said, there is a big difference between being liable with your companies entity and assets. Or being liable with your personal assets. And in the case of "Eenmanzaak" there is no legal difference.

        1. 1

          Yep true. Indeed I do wish there was something like an LLC (which it is called in the USA) that we could get in the NL.
          Luckily it is much easier to get a BV these days. In the past you needed 50k in revenue before you could register a BV.

  3. 1

    Can't vote yet since my account is new, but I am a ZZP. Becoming a BV or any other legal entity will only make sense if you get big or are in business with someone else, so don't worry about it.

  4. 1

    Thanks for the feedback, so far... Keep 'em coming...

    With regard to the personal accountability risks: that was the main reason for me to consider this. I'm wondering whether this will be reduced if/when I go for a 'Merchant-of-Record' construction (e.g. using Paddle.com). Of course, the security/data breach aspect would still be on me, I guess...

    KvK online chat wasn't too much help, unfortunately. As a webshop you get into the 'wet afstandsverkopen', but it's not clear whether that covers SaaS since there's no physical product involved.

  5. 1

    Hi @BoilahM,
    I've registered an "Eenmanszaak" which I will be using to create products under.

    I agree with ImprovementCoach that it is a risk that you are personally accountable, but setting up a BV comes with a whole lot of overhead and I've always seen a ZZP-er as someone that does services.

  6. 1

    I start every project under a ZZP and once it grows and makes decent revenue it gets put into a BV with a Holding on top of that

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