Document background
The Single Member Operating Agreement is a foundational document used when establishing or operating a single-shareholder private limited company (BV) in the Netherlands. This document becomes necessary when an individual wants to formalize their business operations through a BV structure while remaining the sole owner. It must comply with Dutch corporate law, particularly the Dutch Civil Code and the Flex BV Act of 2012, which introduced more flexibility in BV structures. The agreement covers essential aspects such as company management, capital structure, decision-making processes, and member rights, while providing a framework for potential future changes or company growth. It serves as both a legal requirement and a practical guide for company operations, offering protection for the sole member's interests and establishing clear procedures for company governance.
