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Having a share transfer for a BV (private limited company) drafted typically costs between €750 and €3,000 for the purchase agreement by a specialized SME lawyer, plus the notary fees for the mandatory deed of transfer (often €750 – €2,000). The purchase agreement holds the most value: it is where you regulate the price, guarantees, indemnities, and payment. Outsourcing pays off, especially if guarantees regarding the figures, an earn-out, or tax implications are involved. Below are the costs, the process, and when you can do it yourself.
The short answer
- Having a purchase agreement drafted: €750 – €3,000 with an SME lawyer, depending on complexity.
- Notarial deed of transfer: €750 – €2,000, mandatory for the transfer of ownership.
- Process: purchase agreement → blocking arrangement → notarial deed → update register.
- Lead time: a few days to a few weeks, depending on due diligence.
- You can do it yourself for a small, uncomplicated transfer — but a notary is always required.
Having a BV share transfer drafted: what does it cost?
The total costs consist of two parts. The deed of transfer is legally required and is always handled by a notary. You can draft the purchase agreement yourself using a template, or have it drawn up. An indication:
- Notary (deed of transfer): €750 – €2,000. This increases for a more complex structure or multiple shareholders.
- Purchase agreement via SME lawyer: €750 – €1,500 for a simple transfer, €1,500 – €3,000 for guarantees, earn-out, or due diligence.
- Tax advice: €500 – €2,000 for a calculation of the net return (Box 2 or participation exemption).
For an average SME transfer, the total often amounts to €2,000 – €5,000. For a larger deal involving extensive due diligence, that increases.
The process step by step
- Intent and price: parties agree on the main outlines, sometimes laid down in a letter of intent.
- Due diligence: for larger deals, the buyer examines the figures, contracts, and risks.
- Purchase agreement: price, warranties, indemnities, and conditions are recorded.
- Blocking arrangement: any obligation to make an offer or approval under the articles of association is settled.
- Notarial deed: the notary executes the deed of transfer; at that moment, the shares are transferred.
- Update register: the shareholders' register is adjusted to the new shareholder.
What determines the price?
The cost of having it drawn up depends mainly on:
- Warranties and indemnities: the more extensively the seller is responsible for the figures and contracts, the more work is required on the agreement.
- Payment structure: a fixed lump sum is simple; an earn-out or phased payment requires more provisions.
- Number of parties: multiple buyers or sellers, or a holding structure, makes the whole process more complex.
- Due diligence: a book review takes time and affects the content of the warranties.
- Articles of Association: a blocking procedure that must be followed adds steps.
Tax and the register
Have the tax implications calculated in advance — this weighs heavily on the net yield of a transfer:
- Substantial interest: a private individual with 5% or more pays tax on profits in Box 2 (with two brackets since 2024).
- Participation exemption: if a holding company sells shares in an operating company, the profit is often exempt from corporate income tax.
- Transfer tax: may apply to a BV with significant real estate.
After the transfer, the BV updates the shareholders' register. The notarial deed remains proof of ownership; the register is the administrative overview.
Brief practical example
An entrepreneur sells his installation company BV to an employee. The price is modest, there is no earn-out, and both parties know the figures. They only have the purchase agreement drafted by an SME lawyer (€950) with a limited set of guarantees, and the notary executes the deed of transfer (€1,100). Because the seller holds the assets through a personal holding company, the profit falls under the participation exemption. Total costs under €2,500, turnaround time two weeks.
Honest recommendation
You always need a notary — the deed of transfer is mandatory. The question is whether to have the purchase agreement drawn up. For a small transfer between parties who are in full agreement, do not require guarantees on the figures, and pay the price in a lump sum, you can work perfectly well with a solid standard template; a separate legal expert is not strictly necessary in that case. As soon as guarantees, an earn-out, phased payment, multiple parties, or significant tax implications are involved, having it drawn up pays for itself. An undisclosed debt or an unlimited guarantee can easily cost more than the fee. In any case, have the tax implications checked by an accountant beforehand.
Want to know more? First, read what a share transfer of a BV is and see what belongs in the agreement when drafting a share transfer of a BV. Want to get started right away? View our share transfer of a BV.
Frequently Asked Questions
Expect to pay €750 – €3,000 for the purchase agreement with an SME lawyer, plus €750 – €2,000 for the mandatory notarial deed of transfer. For an average SME transfer, the total often amounts to €2,000 – €5,000, depending on guarantees, earn-out, and due diligence.
Yes. The transfer of BV shares must take place via a notarial deed. You can arrange the purchase agreement yourself or through a lawyer, but the transfer of ownership only takes place when the notary executes the deed of transfer.
From a few days for a simple transfer to a few weeks if a due diligence investigation takes place or a blocking arrangement needs to be completed. The notarial transfer itself is usually arranged quickly once the purchase agreement is finalized.
Particularly the scope of the guarantees and indemnities, the payment structure (fixed price or earn-out), the number of parties, and whether due diligence is performed. A simple transfer is cheaper; guarantees on the figures and phased payment make it more complex.
For a small, uncomplicated transfer, you can draft the purchase agreement yourself using a solid template. However, you cannot arrange the notarial deed of transfer yourself; it is mandatory. As soon as guarantees, an earn-out, or a tax interest are involved, having it drawn up is advisable.
The tax route determines the net return. A private individual with a substantial interest pays tax in Box 2; a holding company can utilize the participation exemption. For a real estate BV, transfer tax may apply. A tax calculation costs €500 – €2,000 and often pays for itself.
The BV updates the shareholders' register with the new shareholder. Any agreements from the purchase agreement, such as an earn-out or transfer of management, are further executed. The notarial deed remains the proof of ownership.