Belgium Company Formation
Introduction to Belgian company formation
Belgium lies at the political heart of the European Union and it is the most cosmopolitan of all EU states. This may go some way to explaining its strong free-market approach to foreign investors and newly incorporated businesses. The authorities impose relatively few restrictions on foreign companies operating within the country, and bar Luxembourg, it is the most prosperous country in the EU. For more information about Belgium incorporation, and advice on how to open a Belgium company, please contact us.
What are the most common types of Belgium company formation?
- Company Limited by Shares (S.A./N.V.)
- Private Limited Liability Company (S.P.R.L./B.V.B.A.)
Foreign companies looking to incorporate a company in Belgium may operate either through a Subsidiary (incorporated under Belgian law) or as a Branch (incorporated under the law of the country where the parent is based).
How much share capital is required to establish a company limited by shares (S.A./N.V.)?
For a Subsidiary the minimum amount of share capital is €61,500, which must be fully subscribed and paid up. For a branch there are no minimum capital requirements.
What are the formalities regarding Belgium incorporation as a S.A./N.V.?
- Incorporation by deed through a notary
- Articles of association to be published in the Belgian Official Gazette
- Language of documents to be French or Dutch according to city
- Two-year preliminary financial plan required
- Branch must file parent company’s accounts with National Bank of Belgium
What other requirements are there for a S.A./N.V.?
- At least two shareholders, and at least three directors
- Statutory annual audit
- No residency or nationality requirements
- A local serviced office is advisable, click here for details
How much share capital is needed for a private limited liability company S.P.R.L./B.V.B.A.?
The minimum share capital for a S.P.R.L./B.V.B.A. is €18,600, of which at least €6,200 must be paid up.
What are the other features of a S.P.R.L./B.V.B.A?
- The company has to have at least one shareholder
- This form of company admits only one director
- Shareholders are responsible only for the assets they brought into the business
What other types of Belgium company formation are there?
The other main business entity is the European Economic Interest Grouping (EEIG). This is a cross-border partnership comprising partners from European countries. No capital is required, there are no requirements for separate financial accounts, and partners are taxed individually.
How easy is it to recruit staff?
The country has an advanced recruitment sector, including clerical and secretarial staff. Labour costs are high and generous welfare benefits are matched by high national insurance contributions for both employers and employees. In Dutch-speaking Flanders, the most prosperous region, there is strong demand for skilled workers, particularly in IT and other technical fields. In contrast, there is an unemployment problem in French-speaking Wallonia, notably for unskilled workers. Click here for assistance with recruitment.
What is the regulatory environment like for those seeking company registration Belgium?
Belgium guarantees the freedom to set up a company and transfer capital to all foreign companies and to any foreign investor who wishes to settle in the country, in order to start a commercial or industrial operation.
- Except for certain types of business such as banking, insurance and transport, no prior authorisation is needed
- Foreign capital may be brought into the country without restriction
- There is no preliminary authorisation required for takeovers or joint ventures
- There are a variety of tax breaks, including one which allows a multinational company to provide financial and managerial services virtually tax-free
Click here if you are considering company registration Belgium and would like to contact one of our Belgian corporate tax specialists.
How easy is it to close a Belgian company?
Please click here for further details and services on closing a company.
Are there financial incentives available – and what about banking facilities?
Full banking services are available for those considering Belgium company formation. These offer a complete range of commercial banking facilities, including those related to acquisitions and the raising of capital. We make it easy for you to open a bank account in Belgium.
Financial incentives are available but vary widely according to location.
- Flanders offers financial aid to SMEs starting up in established industrial zones or in industrial development zones. Funding is also available to larger companies and extra incentives are in place for biotech companies and for businesses involving environmental controls.
- Wallonia offers help with the purchase of land, buildings, equipment and project-related investment costs. Aid is also available for investment in areas such as product development, licensing and market research.
- Brussels may provide investment grants, initial exemption from withholding taxes in certain cases, interest free loans for industrial research, grants for employment of some categories of job-seekers and aid for technical and language training.
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