Box 2 Tax: Substantial Interest Guide
How Box 2 tax works for expats with a BV or substantial shareholding. 2026 rates, salary vs dividend optimization, and 30% ruling interaction.
What Is Box 2?
Box 2 (inkomen uit aanmerkelijk belang) covers income from a substantial interest — meaning you own at least 5% of a company's shares. This is primarily relevant for:
- Expat entrepreneurs who set up a Dutch BV (besloten vennootschap)
- Founders and co-founders with equity in their company
- Directors-major shareholders (DGA — directeur-grootaandeelhouder)
- Investors with 5%+ stake in any company worldwide
Box 2 income includes dividends received from the company and capital gains from selling your shares. It does not include your salary — that goes into Box 1.
Who Pays Box 2 Tax?
You are a Box 2 taxpayer if you meet any of these conditions:
| Condition | Example | Box 2 Applies? |
|---|---|---|
| Own ≥5% shares directly | You hold 10% of a Dutch BV | Yes |
| Own ≥5% through a holding | Your holding BV owns 100% of operating BV | Yes |
| Partner/family member owns ≥5% | Your spouse holds 6% of a company | Yes (attributed) |
| Own <5% of shares | You hold 3% of a listed company | No — goes to Box 3 |
| Employee with stock options/RSUs | You have 200 RSUs at Google | No — Box 1 at vesting, then Box 3 |
Box 2 Tax Rates (2020–2026)
Since 2024, Box 2 has a two-tier rate: a lower rate on the first portion of income, and a higher rate above it. Before 2024, a single flat rate applied.
| Year | Lower Tier Rate | Lower Tier Limit | Upper Tier Rate | Tax on €100k Dividend |
|---|---|---|---|---|
| 2020 | 26.25% | — | — | €26,250 |
| 2021 | 26.90% | — | — | €26,900 |
| 2022 | 26.90% | — | — | €26,900 |
| 2023 | 26.90% | — | — | €26,900 |
| 2024 | 24.50% | €67,000 | 33.00% | €27,405 |
| 2025 | 24.50% | €67,804 | 33.00% | €27,277 |
| 2026 | 24.50% | €67,804 | 33.00% | €27,277 |
For the complete historical overview of all Dutch tax rates, see our Tax Rates History page.
Salary vs. Dividend: Which Is Better?
As a DGA, you choose how to extract money from your BV — through salary (Box 1) or dividends (Box 2). Here is how they compare for a total extraction of €100,000:
| Route | Corporate Tax | Personal Tax | Total Tax | Net to You |
|---|---|---|---|---|
| 100% Salary | €0 (deductible) | ~€33,200 (Box 1) | ~€33,200 | ~€66,800 |
| 100% Dividend | ~€19,000 (19%) | ~€19,845 (24.5%) | ~€38,845 | ~€61,155 |
| €56k Salary + €44k Dividend | ~€8,360 | ~€17,400 + ~€8,730 | ~€34,490 | ~€65,510 |
| Minimum DGA salary + rest as dividend | Varies | Varies | Often optimal | Best net result* |
* The optimal split depends on your specific situation including heffingskortingen, fiscal partner, 30% ruling, and pension. Consult a tax advisor.
30% Ruling & Box 2
The 30% ruling interacts with Box 2 in two important ways:
- Salary reduction: The 30% ruling reduces your Box 1 taxable salary, but it does not reduce Box 2 income (dividends and capital gains are not covered)
- Partial non-resident status: If you opt for partial non-resident status, income from foreign substantial interests is exempt from Box 2. Dutch BV income remains fully taxable
Reporting & Filing
Box 2 income is reported on your annual tax return (aangifte inkomstenbelasting). Key points:
- Dividends: Report in the year they were decided by the shareholders' meeting — not when paid out
- Capital gains: Report in the year you sold or transferred shares
- Withholding tax: Your BV withholds 15% dividend tax (dividendbelasting), which is credited against your Box 2 tax
- Filing deadline: May 1 of the following year (same as Box 1), with extensions available through a tax advisor
Frequently Asked Questions
What counts as a substantial interest?
You have a substantial interest (aanmerkelijk belang) if you own, directly or indirectly, at least 5% of the shares, profit-sharing certificates, or voting rights in a company. This includes shares held by your fiscal partner and certain family members.
Does Box 2 apply to foreign companies?
Yes. If you are a Dutch tax resident with a 5%+ stake in any company worldwide, Box 2 applies. Double taxation treaties may provide relief or credit for foreign taxes paid on the same income.
Can I defer Box 2 tax?
Yes. Box 2 tax is only due when you actually receive dividends or sell shares. Retained profits sitting in your BV are subject to corporate tax, but not Box 2 tax until they are distributed. This allows strategic timing of dividend payments.
How does emigration affect Box 2?
When you leave the Netherlands, the Belastingdienst may impose a conserving assessment (conserverende aanslag) on unrealized Box 2 gains. Under many tax treaties, this assessment is deferred for 10 years and may expire without payment — but it must be properly documented.