Real estate transaction costs and taxes in the Netherlands

1. Due diligence costs for the purchase of real estate

Cost

Variable

VAT

Nil

1.2 Utility search (each service)

Cost

Variable (Sewerage charges, real estate property charges, water board charges).

VAT

Nil

Cost

EUR 2.95 per online land registry extract

VAT

Nil

1.4 Company search, per company

Cost

Online extract: EUR 2.35 (uncertified) / EUR 7.70 (certified); Paper extract: EUR 15.40 (certified)

VAT

Nil

1.5 Survey/Valuation fee, approx

Cost

Mostly 1%–2% of purchase price.

VAT

21%

1.6 Phase 1 Environmental survey

Cost

Negotiable

VAT

21%

2. Costs associated with a contract for purchase of real estate and registering title

2.1 VAT on price

Cost

Generally VAT exempt. VAT applies (i) on the transfer of a “new” building or qualifying converted building (i.e. transfer before, upon, or within two years after first occupation), (ii) on the transfer of building land, or (iii) if a VAT option is made (only possible if the building is used for at least 90% for VAT-taxable activities). No VAT if transfer of business.

VAT

21%

2.2 Transfer duty

Cost

10.4% (as per 1 January 2023) on the fair market value or - if higher - the purchase price; 2% in case of the direct acquisition of owner-occupied housing. If the purchase concerns a "new" building, a qualifying converted building or building land, an exemption from real estate transfer tax may apply. Furthermore a temporary conditional exemption for starters on the housing market under the age of 35 has been introduced as per 1 January 2021.

3. Tax or duty on the acquisition of shares in a company owning real estate

No real estate transfer tax, unless: 

  1. the company’s assets consist (or have consisted at any point in time in the preceding year) for 50% or more of immovable property and for 30% or more of Dutch immovable property; and 
  2. at least 70% of such immovable property is held for investment purposes (i.e. acquisition/disposal/lease) and not for its own offices, production facilities, et cetera.; and 
  3. the purchaser - directly or indirectly - holds or acquires a substantial interest in such company of at least 1/3rd. Please note that the interest of any affiliated entities and/or persons is included in the assessment whether a substantial interest exists. 

As far as the assets concern a "new" building, a qualifying converted building or building land, an exemption from real estate transfer tax may apply. 

4. Capital gain taxation on future disposal of real estate or shares in a company owning real estate

4.1 Tax on capital gains on the disposal of the real estate itself

All below rates as applicable in 2023. Please note that these tax rates are regularly subject to change.

Sale by a company: a general corporate income tax rate of 25.8%, which tax is effectively postponed if seller will make a qualifying reinvestment.

Sale by an individual: max. of 49.5% on capital gains if the individual acts as an entrepreneur. If the property is merely a passive investment (i.e. without the use of labor / foreknowledge) a deemed yield of 6.17% of the free market value of the property should be taken into account (minus interest on relating debts at a deemed rate of 2.57%), which is annually taxed against a flat rate of 32% (which is expected to increase by 1% in annual increments to 34% by 2025. No additional tax becomes due upon the disposal of the real estate itself.

4.2 Tax on capital gains on the disposal of shares in a company owning real estate

All below rates as applicable in 2023. Please note that these tax rates are regularly subject to change.

Sale by a resident company: a general corporate income tax rate of 25.8%. If the participation exemption applies: no liability for tax.

Sale by a non-resident company: only in case of an abusive/artificial structure a general corporate income tax rate of 25.8%.
Sale by a private individual: 

  1. shareholders acting as an entrepreneur: max. of 49.5% on capital gains;
  2. shareholders holding a substantial interest of 5% or more are taxed at 26.9%; 
  3. other shareholders should take a deemed yield of 6.17% of the free market value of the shares into account (minus interest on relating debts at a deemed rate of 2.57%), which is annually taxed against a flat rate of 32% (which is expected to increase by 1% in annual increments to 34% by 2025). No additional tax becomes due upon the disposal of the shares itself.
Portrait ofArnout Scholten
Arnout Scholten
Partner
Amsterdam
Portrait ofEtienne Cox
Etienne Cox
Counsel
Amsterdam