A stichting is a Dutch foundation: a legal entity with no shareholders and no members, set up by a notary to pursue the purpose written in its articles of association. A board runs it, and its money and assets must be used for that purpose. A stichting may make a profit, but it may not pay that profit out to its founders or board members.
Stichtingen are used for far more than charity. Dutch law uses the same legal form for charities and NGOs, family foundations, trust offices that hold shares, and the protective foundations of listed companies. This guide explains what “stichting” means, the main types, what they are used for, how a stichting compares with a BV and an association, and what it takes to set one up and keep it compliant in 2026.
Stichting at a Glance
- Meaning: “stichting” is Dutch for foundation.
- Owners: none. A stichting has no shareholders and no members.
- Set-up: by notarial deed, in Dutch, with the articles of association. The stichting and its directors are registered with the Chamber of Commerce (KVK), and its ultimate beneficial owners (UBOs) in the UBO register.
- Board: at least one director; directors can be individuals or companies.
- Minimum capital: none.
- Profit: allowed, but it must serve the purpose. No payments to founders or board members; payments to others only if they have an idealistic or social purpose.
- Tax: corporate income tax only if the stichting runs a business, and even then it is exempt for any year with a profit of €15,000 or less (or €75,000 or less over that year and the four years before).
- Costs: notary fees of about €500 to €1,000 and the one-off KVK registration fee of €85.15 (2026), according to KVK.
What Does Stichting Mean?
“Stichting” is the Dutch word for foundation. It comes from “stichten”, to found or establish. In Dutch law, a stichting is a legal entity created by a legal act, which has no members and uses assets set aside for that purpose to achieve the aim stated in its articles (article 2:285 of the Dutch Civil Code).
Three things set a stichting apart from a company:
- Nobody owns it. There are no shares and no members. The board decides, within the limits of the articles.
- It exists for a purpose. The purpose in the articles can be charitable, social, cultural or commercial, such as holding the shares of a company. It may not be to make payments to the founders or board members.
- It is a legal entity. The stichting itself owns assets, signs contracts and is liable for its debts, so its directors are normally not personally liable.
Types of Stichting
Dutch law has one legal form, but in practice people speak of several types of stichting, depending on what it does.
1. Charitable foundation and NGO
Most Dutch charities and non-governmental organisations (NGOs) are stichtingen. A charitable stichting can apply to the Netherlands Tax Administration for ANBI status (public benefit organisation). An ANBI pays no gift or inheritance tax on gifts it uses for the public good, and its donors can deduct their gifts from their taxable income. ANBI status is not automatic: at least 90% of the activities must serve the public good, and the stichting must meet conditions on governance, pay, assets, a policy plan and publishing its details online.
2. Private or family foundation
A private foundation (particuliere stichting) holds assets for a family or for private purposes. Be careful with the tax: if a foundation mainly serves a private interest, Dutch income tax generally treats its assets and income as belonging to the person who put the assets in, and after that person’s death to the heirs. A private foundation therefore needs tax advice before it is set up.
3. Trust office foundation (STAK)
A stichting administratiekantoor (STAK) holds the shares of a company and issues depositary receipts (certificaten) to the economic owners. The receipt holders receive the dividends, while the STAK’s board exercises the voting rights. Family businesses use a STAK to keep control together when ownership passes to the next generation, and companies use one for employee participation.
4. Safeguarding (protective) foundation
A safeguarding foundation (beschermingsstichting) protects a company’s strategy and continuity. Typically it holds special shares or an option to acquire preference shares in a Dutch company, which it can use against a hostile takeover. Large listed Dutch companies often have one, but the same idea can protect a growing business when outside investors come in.
5. Foundation with a business
A stichting may run commercial activities (a stichting met onderneming), for example selling services to fund its purpose. It then pays corporate income tax on its profit unless the exemption applies, may have to charge VAT and, if its turnover is large, must file annual accounts with KVK.
What Is a Stichting Used For?
- running a charity, NGO, cultural institution or community project;
- holding the shares of an operating company, for example through a STAK;
- keeping control of a family business together during succession;
- protecting a company’s strategy and independence;
- holding and managing intellectual property or other assets for a defined purpose;
- creating a governance framework within a corporate group.
Many Dutch institutions are stichtingen too, including most pension funds and many schools and hospitals.
Stichting vs BV vs Association
| Stichting (foundation) | BV (private limited company) | Vereniging (association) | |
|---|---|---|---|
| Owners or members | None | Shareholders | At least two members |
| Who decides | The board | The shareholders appoint the board | The members’ general meeting |
| Profit distribution | Not to founders or board members | Dividends to shareholders | Not to members |
| Set-up | Notarial deed | Notarial deed | Notarial deed for full legal capacity; without a notary the association has limited legal capacity |
| Minimum capital | None | €0.01 | None |
| Corporate income tax | Only if it runs a business | Always | Only if it runs a business |
| Typical use | Charities, NGOs, share-holding and protective structures | Businesses that make a profit for their owners | Clubs and member organisations |
For a business that wants to make and distribute profits, a BV is usually the better choice. See our overview of BV, NV and VOF and the other Dutch business structures.
How a Stichting Is Set Up
- Purpose and articles: decide what the stichting will do and how the board is appointed. The articles must contain the name, which includes the word “stichting”, the purpose, how directors are appointed and dismissed, the municipality in the Netherlands where it has its seat, and what happens to any surplus on dissolution.
- Notarial deed: a Dutch civil-law notary draws up the deed in Dutch. Founders abroad can sign through a written power of attorney.
- Registration: the stichting, its directors and its UBOs are registered with KVK, usually by the notary. Until then, the directors are personally liable for contracts they sign for the stichting.
- Tax and bank: check whether the stichting needs to register for corporate income tax or VAT, apply for ANBI status if relevant, and open a business bank account.
Our stichting formation service covers these steps in English, from the articles to the KVK and UBO registrations.
Ongoing Obligations
- Records: every stichting must keep proper records and, within six months after the end of its financial year, prepare a balance sheet and a statement of income and expenditure. The records must be kept for seven years.
- Annual accounts: a stichting with a business whose net turnover is €7.5 million or more in two consecutive years must prepare full annual accounts and file them with KVK. An ANBI must publish financial information on a website.
- Changes: report changes to the board to KVK within eight days, and keep the UBO register up to date.
- Tax: file corporate income tax and VAT returns if the stichting runs a business or is VAT-registered.
Can a Foreigner Set Up a Stichting?
Yes. Founders and directors do not need Dutch nationality. The stichting must have its seat in a Dutch municipality, the deed is drawn up in Dutch by a Dutch notary, and the notary must identify the founders and directors. Directors are registered with KVK with a citizen service number (BSN); directors who live abroad and have none can get one through the Non-residents Records Database (RNI).
How NetherBridge Partners Helps
We help founders, families and international groups choose the right type of stichting, prepare the articles with the notary, register the foundation with KVK and the UBO register, and keep it compliant afterwards with accounting, tax returns and company secretarial support. To set one up, see our stichting formation service or contact us.
The rules and amounts in this article were checked against KVK, the Netherlands Tax Administration, business.gov.nl and the Dutch Civil Code in November 2026.
Frequently Asked Questions
What does stichting mean in English?
Stichting means foundation. It is a Dutch legal entity with no shareholders and no members that pursues the purpose in its articles of association.
Who owns a stichting?
Nobody. A stichting has no shareholders or members. The board manages it under the articles, and its assets belong to the stichting itself.
Can a stichting make a profit?
Yes, but the profit must be used for the stichting’s purpose. It may not be paid out to the founders or board members, and payments to others are only allowed if they have an idealistic or social purpose.
Does a stichting pay tax?
A stichting owes corporate income tax only if it runs a business, and it is exempt for any year with a profit of €15,000 or less (or €75,000 or less over that year and the four years before). Whether it charges VAT depends on its activities.
Can a stichting own shares in a BV?
Yes. Holding shares is a common use, for example through a trust office foundation (STAK) that issues depositary receipts to the economic owners while keeping the voting rights.
Does a stichting have to file annual accounts?
Every stichting must prepare a balance sheet and a statement of income and expenditure within six months of its year end. Filing with KVK is only required for a stichting with a business whose turnover is €7.5 million or more in two consecutive years.
What is the difference between a stichting and an ANBI?
A stichting is a legal form; ANBI is a tax status granted by the Netherlands Tax Administration. A stichting only becomes an ANBI if it applies and meets the conditions, such as serving the public good with at least 90% of its activities.
