Netherlands  /  Investment Platforms

Investment platforms in the Netherlands.

Multi-asset, multi-investor holding platforms built in the Netherlands to consolidate a portfolio of investments under a single Dutch structure.

Platform essentials
Multi-assetPortfolio under one structure
B.V. + SPVPlatform & deal layers
5%Participation exemption threshold
01

What an investment platform is

An investment platform is a holding structure designed to hold and manage a portfolio of investments — rather than a single asset — on behalf of one or more investors. It provides a common top layer through which capital is raised, deployed across several deals, and eventually returned.

In the Netherlands, a platform is typically built as a Dutch B.V. at the top, holding a series of underlying SPVs, one per investment. This combines the participation exemption and treaty access at platform level with clean, ring-fenced risk at deal level. See investment vehicles for the building blocks.

02

Layers of a platform

LayerRole
Investor layerInvestors or the sponsor subscribe capital into the platform — directly or via a feeder.
Platform holding (B.V.)Top Dutch entity consolidating the portfolio, applying participation exemption and treaty access.
Deal SPVsOne ring-fenced SPV per investment, isolating the risk of each asset.
Underlying assetsOperating companies, real estate, funds or securities held by the SPVs.
Financing layerEquity and intra-group debt structured across the platform where relevant.
03

Why build a platform in the Netherlands

Portfolio consolidation

A single top layer holds many investments, simplifying ownership, reporting and governance.

Ring-fenced deals

Each investment sits in its own SPV, so risk is isolated deal by deal.

Tax efficiency

Participation exemption and treaty access apply to qualifying holdings at platform level.

Scalability

New deals are added simply by incorporating a further SPV under the platform.

Investor clarity

A clean, transparent structure investors can understand and rely on.

EU platform

An entity inside the single market with directive and treaty coverage.

04

Building the platform

01

Define strategy

Set the investment scope, target assets and investor base.

02

Incorporate platform

Set up the top Dutch B.V. as the holding layer.

03

Investor onboarding

Structure how investors subscribe and hold their interest.

04

Set up SPVs

Incorporate a ring-fenced SPV for each investment.

05

Deploy capital

Acquire assets through the respective deal SPVs.

06

Establish substance

Appoint directors, office and governance in the Netherlands.

07

Reporting

Consolidate accounts and report to investors.

08

Distributions & exit

Return proceeds and exit deals or the whole platform.

05

Regulation & substance

Where a platform pools capital from external investors it may qualify as a collective investment structure, triggering AIFMD registration or licensing with the AFM. Separately, access to the participation exemption, treaty rates and EU directives at platform level depends on genuine substance and anti-abuse compliance under the OECD BEPS framework and ATAD. Key points include:

  • possible fund regulation and AFM/DNB supervision depending on investor structure;
  • local directors, decision-making and beneficial ownership at platform level;
  • the Principal Purpose Test (PPT) under tax treaties;
  • documentation aligned with BEPS and EU rules.

See substance requirements and the corporate tax guide for detail.

Netherlands cluster

Explore the Netherlands practice.

Every page in our Netherlands jurisdiction cluster — holding structures, formation, tax, substance, investment vehicles and comparisons.

European structuring jurisdictions

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Luxembourg vs Netherlands

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