In February 2019, Parliament authorized a new Belgian Companies Code, formulated to make Belgium a more competitive country to establish a company. With respect to this code, starting a business in Belgium has now proven a very inspiring decision for foreign investors looking for new expansion opportunities.
Belgium attracts international investors and entrepreneurs
For the reasons outlined next, Belgium is now a magnet to foreign investors and entrepreneurs.
- Belgium’s position at the core of Europe and its expertise in many key sectors makes it one of the top exporting countries in Europe.
- Belgium gains from a favorable economic environment for business development, as there are few restrictions on trade, and new businesses can be created very quickly.
- Various tax benefits are available to you if you set up your company in Belgium. There are reliable systems in place in Belgium to help you optimize your taxation and access the financial support available to you.
- Belgium boasts a rich cultural diversity, associated with its three multilingual regions: Brussels-Capital, Wallonia, and Flanders.
- Belgium is positioned near some of the main consumer marketplaces and production centers in western Europe, including, the UK, France, Germany, and the Netherlands. Creating your company in Belgium would guarantee you access to these key players and their consumer markets in any sector.
- Belgium has various centers of expertise, thus acting as the ideal destination for investors in specific key sectors.
Choose the right type of companies to start your business in Belgium
The partnership (Société simple / Maatschap)
This is the only form of company in Belgium without legal personality. A partnership may acquire legal personality and become a general partnership or a limited partnership, depending on whether all or only specific partners will be jointly and severally responsible for the partnership’s debts and liabilities.
The Belgian limited liability company (Société à responsabilité limitée / Besloten vennootschap or BV/SRL)
This entity is the most popular in Belgium. Its shareholders bear liability within the invested amounts only. The minimal threshold for the share capital is nonexistent for this entity.
The cooperative company (Société cooperative/ Coöperatieve vennootschap or SC/CV)
Under the Belgian Companies Code, this company is often chosen because of the flexibility it gives in respect of the entry and withdrawal of shareholders. Its primary function is running a business on the basis of cooperative standards. This form of a company in Belgium is only available for companies wishing to act and grow in accordance with cooperative standards.
The public limited liability company (Société anonyme / Naamloze vennootschap or NV/SA)
This is a company that may work well for a large-sized business that aspires to enter the stock exchange markets. The minimal threshold for the share capital, in this type of company, is EUR 61 500. The regime of this type of company is therefore mainly intended for large companies, whether or not listed.
Incorporating a company in Belgium
The process of incorporating a company in Belgium can be broken down into three stages:
- establishing the Articles of association,
- presenting the Articles of association and
- registration of the Articles of association act.
Establishing the constitution act
The first process is to draw up a written act of constitution. These are the ordinances of the company in which all its factors are recorded and its operating procedures listed. The constitution must include the name of the company, the legal structure of the company, the address of the registered office, the duration of the company, the modalities of representation of the company, the capital, and the values of the company. Also, a financial plan is necessary that justifies the amount of capital and provides an estimate of the expected income.
Presenting the constitution act
Once the act of incorporation has been drawn up, it must be presented in the register of the Commercial Court where the company has its seat.
Once the act of incorporation has been presented, the court clerk will enter the company identification data at the Banque Carrefour des Entreprises. The same judicial secretary will then publish the Constitution in the Belgian Official Gazette (Moniteur Belge)
Registration of the constitution act
The constitution act of a company must then be registered at one of the FPS (Federal Public Service) Finance registration offices. In the case of a notarial deed, the registration must be carried out by the notary within 15 days. In the case of a private deed, the partners of the company must register it within four months, paying in any case the registration fees.
The Step by step process of Belgian Company Formation
If you consider this Belgium as your target jurisdiction, here are the primary stages for starting a company there:
- Stating the business plan.
- Compiling information about the company founders.
- Choosing the most suitable legal form, its organizational structure, registered office, and name.
- Opening a bank account for depositing the required share capital.
- Preparing the Deed of Incorporation, and Memorandum and Articles of Association.
- Filling necessary application forms.
- Submitting all documents to the Crossroads Bank for Enterprises for registration in the Belgian Company Register.
- Registration for intentions of taxation and paying social security contributions.
- Getting licenses and any other assigned permits.
Belgium Tax System
The Belgian tax system may be commonly illustrated this way:
- Many effective double-tax treaties
- Corporate income tax rate – 25 %
- Capital gains tax – 25 %
- VAT rate – 21 %
- Withholding tax rate – commonly 30 % for incomes, interest, and royalties
Business opportunities teem in Belgium. Entrepreneurs can choose to start their own business, collaborate up with another like-minded professional, or set up a corporate entity.
Despite the double formalities stated above, starting a company in Belgium is not a difficult process. If you decide to register your company in Belgium, please contact your Damalion now.
