Anyone leaving the Netherlands typically thinks about re-registration, transferring contracts and logistics. What is often underestimated: the tax departure. The Netherlands levies an emigration tax (exit tax) on certain shareholdings, which can become payable even if not a single euro has been received.
Particularly for entrepreneurs, shareholders and investors, this can lead to a substantial tax burden, often in the five- or six-figure range.
Dutch emigration taxation is based on the principle of a deemed disposal: when you cease to be tax resident, the Dutch tax authorities treat certain assets as if they had been sold at the time of departure. The resulting (unrealised) increases in value are recorded as taxable profit.
The aim is clear: latent gains that arose while resident in the Netherlands should not be transferred abroad tax-free.
Exit tax primarily applies in the area of the so-called aanmerkelijk belang, in English: a “substantial interest”. Specifically, it affects individuals who directly or indirectly hold at least 5% of the shares in a limited company. This can include:
Shares in a Dutch B.V. or N.V.
Interests in foreign limited companies
Profit-participation rights or similar entitlements that reach the 5% threshold
Options over substantial shareholdings
Indirect holdings, for example via holding structures, can also fall within scope. What matters is always the economic substance.
In the Netherlands, income from substantial shareholdings is subject to a two-tier system:
Taxable profit | Tax rate 2026 |
Up to €68,843 | 24.5% |
Above €68,843 | 31.0% |
From 2026, a rate of 24.5% applies to income up to €68,843 and 31% to the amount above that. The rates themselves remain unchanged in 2026; only the threshold has been slightly increased through indexation, from €67,804 (2025) to €68,843 (2026).
Special case from 2028, Lucratief Belang (carried interest): for private equity managers and interests with a Lucratief Belang character, the legislator is planning an increase in the effective tax burden to up to 36% from 1 January 2028.
The valuation of the shareholding takes place at the time tax residence in the Netherlands is given up. As a rule, the relevant measure is the market value (fair market value) of the shares.
This means: anyone leaving while their business is in a growth phase pays exit tax on a higher value than someone who emigrates during a more stable economic period. Targeted timing planning can therefore lead to significant differences in the tax burden.
A key feature of the Dutch system is the possibility of deferral (uitstel van betaling). The tax is assessed, but it does not have to be paid immediately—provided certain conditions are met.
Anyone moving to another EU or EEA state can, in principle, defer the assessed exit tax until the participation is actually disposed of. Typical conditions include:
Ongoing cooperation obligations towards the Dutch tax authority (Belastingdienst)
Annual reporting obligations regarding the holding and value of the participation
In certain scenarios: provision of security
Important: deferral does not cancel the tax debt. It merely postpones the payment date. Subsequent increases in value after departure may, depending on the new country of residence, be taxed additionally there.
When moving to a non-EU/non-EEA country, significantly stricter rules apply. The tax may become payable immediately, or higher requirements for providing security must be met. Careful analysis is essential before choosing the destination country.
An exit tax in the Netherlands does not automatically rule out taxation again in the destination country. Depending on the country and structure, economic double taxation can arise:
The departure state (NL) taxes the increase in value up to the departure date on a deemed basis.
The new country of residence may, on a later actual disposal, tax the entire capital gain.
Whether and how double taxation treaties provide relief depends on the specific treaty. Many treaties contain no specific provisions on exit tax, which can lead to credit gaps. An overall cross-border review is therefore indispensable.
“I’m not an entrepreneur, it doesn’t affect me.” Wrong. Exit tax applies to any individual with a substantial shareholding of 5% or more—regardless of whether they actively run the business or are a passive investor.
“I haven’t sold anything, so there’s no gain.” That is precisely the peculiarity of exit tax: no sale is required. The deemed disposal on emigration is sufficient to trigger taxation.
“I’ll just register abroad and that’s it.” Tax residence does not end automatically upon deregistration. The Belastingdienst looks, among other things, at centre of vital interests, days of presence and family circumstances. Misjudgements here can lead to retroactive tax liability.
Exit tax in the Netherlands typically affects:
Entrepreneurs who have built up a B.V. or holding company and want to move abroad
Private equity and venture capital investors with shareholdings above 5%
Family members in business structures where shares have been allocated
Expats and internationally mobile professionals who have received company shares as part of their work (e.g. ESOPs, stock options)
With early planning, substantial tax burdens can often be avoided or reduced. Possible approaches include:
Timing the move in relation to business valuation and profit recognition
Structural adjustments before departure (e.g. holding company restructurings)
Choosing the destination country taking treaties and local taxation into account
Using deferral options to preserve liquidity
The key point: these measures must be implemented before tax residence is given up. Retrospectively, the options are significantly limited.
Emigration taxation in the Netherlands is not a niche topic in tax planning; for shareholders and investors, it is one of the most tax-relevant moments of all. With a top rate of 33% and a deemed disposal even without an actual sale, the consequences can be considerable.
Those who plan early have far more room for manoeuvre in structuring, timing and choosing the destination country. Those who wait until the move is decided often have only limited options left.
Get in touch with us before you leave the Netherlands.
In principle, from a shareholding of at least 5% in a limited company when tax residence in the Netherlands ends.
When moving to EU/EEA countries, deferral until the actual disposal is possible. For third countries, stricter rules apply.
In most cases it cannot be avoided entirely. With targeted planning, however, the burden can be reduced significantly.
24.5% on gains up to €68,843 and 31% on gains above that. From 2028, certain carried-interest structures (Lucratief Belang) may face an effective burden of up to 36%.
