A split between salary and invoices can turn a cash choice into a late company liability.
The payroll return is almost ready. The owner-manager’s monthly salary is modest but regular. A second payment sits elsewhere in the accounts, supported by an invoice from the founder’s sole proprietorship or holding company. Both entries look orderly on their own.
Then someone asks what work each payment covers.
That question changes the atmosphere quickly. Perhaps the same person served the same customers, used the same authority and carried the same commercial responsibility. The invoice was booked as an external cost, while payroll recorded only part of the founder’s contribution.
Small Dutch companies know why this happens. Sales are uneven, wages rise and working capital is expensive. Leaving cash inside the BV can feel prudent. Yet cash management does not settle the customary-wage position. When ownership, work and authority sit together, Article 12a of the Dutch Wage Tax Act comes into view.
The issue is not simply whether the salary looks low. It is what the company accepts by dividing one person’s work across payroll and invoices. That choice can later affect cash, compliance and governance.
Three benchmarks, one business reality
For 2026, the Belastingdienst assesses the customary wage against three benchmarks. These are the wage for the most comparable employment, the wage of the highest-paid employee in the BV or a connected company, and €58,000. The highest applicable benchmark forms the starting point.
Every director-major shareholder, commonly called a DGA, does not automatically receive exactly €58,000. A lower amount may apply when the company can make a lower wage in comparable employment plausible. Part-time work, a starting company or sustained losses may matter. Each factor needs a factual explanation.
This is where many small-company discussions become too narrow. The founder and adviser debate the reference amount while overlooking the work itself. What decisions does the founder make? How many hours are involved? Which company benefits from the work? Who carries responsibility for customers? Does a senior employee’s pay change the comparison?
Connected entities matter as well. The €5,000 threshold concerns the person’s total work for all companies or cooperatives in which that person has a substantial interest. It is not a separate threshold for every BV.
A group chart can show three entities. The working week may still show one person directing one business.
The company carries the timing risk
The customary-wage rule is often treated as part of the founder’s personal income-tax position. That is incomplete. The BV has its own role as payroll withholding agent. It must withhold and pay payroll taxes on the customary wage. Actual payment of the full amount does not decide that responsibility.
Timing therefore has a price. A founder may consider the year settled because the personal return includes income from several sources. The payroll administration must still support the treatment chosen by the BV.
A late correction arrives after the original cash has been spent. It can affect liquidity, retained earnings, dividend planning and the reliability of management accounts. Old payroll periods may need attention while the adviser reconnects contracts, invoices, wage records and bank payments.
This is primarily a loss-of-control problem. A planned monthly payroll cost can be discussed against sales and reserves. A later liability lands against decisions already made. The tax amount may be manageable, but its timing can still narrow a small company’s room to manoeuvre.
The scene at the payroll desk now looks different. The second invoice is no longer merely another expense. It raises a company-wide question about how work, authority and value were allocated.
A real division needs real substance
There is nothing inherently wrong with a founder operating through more than one legal vehicle. Separate activities can be commercially genuine. Different customers, contracts, deliverables, prices, liability and planning may support that division.
The difficulty begins when paperwork separates activities that daily business does not. This often appears in transport, construction, technical services and other hour-driven sectors. An owner may perform operational work alongside management duties, making extra hours easy to invoice elsewhere. The ledger looks precise while the commercial boundary remains vague.
A credible position starts with the person rather than the entity chart. It connects ownership, duties, authority, working time and the companies benefiting from the work. It then connects that picture to payroll entries, invoices and bank movements.
The Belastingdienst checklist for prior consultation follows the same practical line. It asks about the nature and scale of the work, the sector, company size, complexity, decision-making authority, experience, management responsibility and comparable employment. It also asks about the highest wage in the relevant company group.
Prior consultation is available for a specific customary-wage position. It is not compulsory before applying a lower amount. Records made while the work is being done still give management and its adviser a stronger basis than an explanation assembled later.
The decision belongs before year-end
For a small BV, the useful discipline is not another thick tax document. It is one coherent remuneration picture that management, payroll and the accounts can all recognise.
That picture may reveal a sound separation between salary and independent work. It may instead show that two payment routes reward substantially the same role. Finding that tension while the year remains open preserves choices. Finding it after the cash has left turns an explanation into a liquidity event.
The owner at the payroll desk does not need drama. The business needs clarity about where the work happened, who benefited and why each payment took its chosen form.
A low salary can sometimes be supported. Multiple entities can serve real commercial purposes. But one founder cannot safely rely on two incompatible accounts of the same working week. Payroll may be only one part of the administration, yet it is often where the company’s remuneration story must finally hold together.
If salary and invoices reward the same founder’s work, review the remuneration position before year-end closes your options.
The data, sourcing, and analysis behind this article were conducted by Linda Pavan Geraedts. AI was not used to identify sources, build the factual basis, or produce the analytical judgment contained here. AI was used only as a drafting aid. The final English text was personally reviewed, edited, and approved by Linda Pavan Geraedts before publication.
References
- Naheffing gebruikelijk loon via loonbelasting mag · Salaris Vanmorgen
- Wettenbank — Wet op de loonbelasting, artikel 12a
- Ministry of Finance
- Belastingdienst — Loon en aanmerkelijk belang
- Belastingdienst — Checklist vooroverleg gebruikelijk loon
- Rechtspraak — ECLI:NL:GHSHE:2026:1945
- Rechtspraak — ECLI:NL:GHAMS:2010:BM4131
