Establish and manage your business in Belgium with ease. We offer expert guidance on business registration, compliance, and ongoing management, ensuring a smooth operation in the Belgian market. Our services are designed to meet all local regulatory requirements, making business setup in Belgium hassle-free.
A Private Limited Company (Besloten Vennootschap or BV) in Belgium is a popular business structure, particularly for small and medium-sized enterprises. It offers flexibility in terms of management and ownership while limiting the liability of shareholders to their capital contributions. This means that personal assets are protected from business debts, providing security for entrepreneurs.
One of the main characteristics of a BV is that it does not require a minimum capital amount to be established. Instead, the shareholders must ensure that the company has sufficient capital to operate. This makes it more accessible for new businesses with limited initial funding. However, they must justify this adequacy in the financial plan submitted during the formation process.
In a BV, shares are not freely transferable, which means that existing shareholders have significant control over who can become a new shareholder. Any transfer of shares typically requires the approval of other shareholders, preventing unwanted external influence. This feature makes the BV a suitable structure for businesses looking for a close-knit shareholder group.
The management of a BV can be either a single director or a board of directors, depending on the size and needs of the company. The flexibility in management structure allows companies to tailor their governance according to their operations. Additionally, directors may be appointed for a limited or unlimited term.
Taxation in Belgium for a BV is similar to other corporate entities. It is subject to corporate income tax, with rates generally between 20% and 25%, depending on the profits generated. Additionally, BVs are required to adhere to standard financial reporting and auditing regulations, ensuring transparency and accountability.
Overall, the BV is a versatile company structure that offers significant advantages to business owners looking for limited liability, flexibility in management, and protection of shareholders’ interests. Its adaptability and ease of establishment make it a favored option in Belgium.
The incorporation process in Belgium involves several key steps. First, entrepreneurs must choose the appropriate legal structure, such as a private limited company (BV) or public limited company (NV), based on their business needs. This decision impacts taxation, liability, and governance.
Next, a notary is required to draft the incorporation deed. This document outlines the company’s articles of association, including key details like the company’s purpose, structure, and share capital. The deed is a legal requirement for formalizing the company's existence.
Opening a bank account is another essential step. Founders must deposit the required share capital, which varies depending on the chosen legal structure, before proceeding further.
Registration with the Crossroads Bank for Enterprises (BCE) is mandatory. This step assigns the company a unique company number, enabling it to operate legally in Belgium.
Finally, the company must register for VAT and social security. Depending on its business activities, additional permits or licenses may be necessary.
Company formation of a limited liability company (BV) in Belgium offers numerous advantages for business owners.
By incorporating a BV, entrepreneurs are not personally liable for the company’s debts, making it a secure choice. Additionally, a Belgian BV requires no minimum share capital, which simplifies the process and reduces the costs associated with starting your business. With the option to grant a power of attorney, you can manage your business affairs without always needing to be physically present in Belgium.
One of the significant advantages of a Belgian BV is the limited liability it offers to its shareholders, protecting personal assets from business liabilities. The incorporation process is swift and cost-effective, particularly compared to other European countries, making it an attractive option for international businesses looking to expand. Belgium also benefits from a favorable tax treaty network, which reduces the risk of double taxation and provides various fiscal advantages.
Belgium’s robust infrastructure, central location in Europe, and highly skilled workforce further enhance the business environment, making it ideal for establishing and growing a business. Additionally, Belgium offers a stable economy and a strong legal framework that supports the growth of businesses.
Another key advantage is the flexibility in capital structure and shareholder arrangements. With no minimum capital requirement, it is accessible for startups and small businesses.
Belgium’s legal system supports a flexible internal governance structure, allowing companies to tailor their management according to their specific needs. The country also boasts excellent trade facilities and logistics infrastructure, essential for businesses engaged in international trade. These factors make the Belgian BV a highly advantageous and strategic choice for both local and foreign entrepreneurs.
If a full BV setup seems extensive, consider establishing a branch office in Belgium as an alternative, which provides similar benefits without forming a separate entity. The Belgian business environment is strengthened by its flexible limited liability company structure (BVBA or Besloten Vennootschap met Beperkte Aansprakelijkheid). To incorporate a BV, it is mandatory to have a registered address in Belgium and comply with local company law.
Starting a BV, or even a BV without a minimum capital requirement, is part of the streamlined company formation process in Belgium. The BV in oprichting (BV under formation) stage allows entrepreneurs to act on behalf of the company before full establishment. The private limited liability company is a preferred Belgian business structure due to the clear separation between personal assets and business liabilities.
Company registration for a Belgian limited liability company is straightforward, making it accessible for both residents of Belgium and international business owners.
Incorporating a BV also allows business owners to leverage Belgium’s high-quality insurance and pension systems, which are well-regarded across Europe. Understanding taxation in Belgium is crucial, and the BV can benefit from various local tax treaties and agreements. Working with Belgian banks is typically efficient, as they are familiar with local business structures and provide a wide range of financial services required by Belgian businesses.
Starting a Belgian BV (Besloten Vennootschap) typically takes around 2-3 days, depending on the availability of a Belgian notary and how quickly you can provide the correct (signed) documentation.
Once you decide to establish your Belgian BV and instruct a notary, it usually takes 1-2 days to receive the draft of the Formation Deed. If you're not familiar with the Belgian notary, you might first need to discuss fees.
After the notary provides the draft formation deed, you can schedule a meeting or video call to fulfill the identification requirements and sign the formation deed (all shareholders must sign). If a shareholder is unavailable to attend the meeting or video call, they can issue a Power of Attorney (legalized with apostille) granting the Belgian notary permission to sign on their behalf.
Generally, it takes about 2 working days to receive a quote from the notary. In some cases, you may receive the quote instantly, but for international entrepreneurs, this is less common. Standard rates published on notary websites often do not apply to non-residents due to additional due diligence and background checks.
The time required for each step is also outlined in the step-by-step overview (download via the banner above), but the availability and schedule of the Belgian notary should be factored in.
To visit Belgium, certain initial requirements and preparations need to be made, especially for international travelers. First, ensure that your passport is valid for at least three months beyond your intended departure date from Belgium. Citizens of the European Union, European Economic Area, and Switzerland do not need a visa for short stays, while other travelers may need to apply for a Schengen visa, depending on their nationality. It is essential to check the latest travel advisories and entry requirements, as these can change depending on global circumstances, such as health-related restrictions. Travelers may also need to provide proof of accommodation, travel insurance covering medical emergencies, and sufficient financial means for their stay.
For those planning to drive in Belgium, an international driving permit is recommended alongside your national driver's license, though it is not always mandatory. It is important to familiarize yourself with Belgian road laws and traffic regulations, as they differ from other countries. Public transportation in Belgium is well-developed, with extensive train and bus networks making it easy to explore the cities and countryside. Booking tickets in advance, especially for popular tourist destinations or during busy seasons, can help streamline your trip. Lastly, learning a few key phrases in Dutch, French, or German (the three main languages spoken in Belgium) can be helpful for a smoother experience, though English is widely understood.
In Belgium, the role of a notary is pivotal in the incorporation process of a company, ensuring that all legal requirements are met and the process is conducted in accordance with Belgian law. A notary is a public official authorized to draft and authenticate certain legal documents, particularly those related to the creation of legal entities, such as companies and associations.
One of the first tasks a notary performs is the drafting of the Articles of Association, which outlines the rules governing the company’s internal management and operations. This document includes key information such as the company name, its registered office, the business activity, and the structure of the share capital. The notary’s role is to ensure that the Articles comply with Belgian corporate law and the specific type of company being formed, whether it is a public limited company (SA), private limited company (SPR), or other legal entity.
Once the Articles of Association are prepared, the notary verifies the identity and legal capacity of the shareholders, as well as the contribution of capital. This includes checking that the shareholders are making the required financial contributions in cash, kind, or a combination thereof. The notary ensures that these contributions are legally sound and documented properly.
The notary is also responsible for the actual incorporation of the company. After drafting the Articles of Association and verifying the contributions, the notary officially establishes the company by authenticating the documents. This authentication is crucial as it grants the company legal personality, allowing it to enter into contracts, open bank accounts, and carry out business activities.
Furthermore, the notary submits the authenticated deed of incorporation to the Belgian Crossroads Bank for Enterprises, which is the central database for businesses in Belgium. This step is essential for obtaining a unique company number and allowing the business to operate legally in Belgium.
In some cases, the notary may also be involved in the registration of the company for VAT and other fiscal obligations. Their role in ensuring compliance with tax regulations and facilitating the smooth operation of the business is essential in the incorporation process.
Understanding Corporate Structure and Tax Consequences: Ensure you have a complete understanding of the corporate structure and tax implications for the next 12 months, including salary, corporate tax, and dividend tax.
Share Capital Determination: Decide on the share capital size and the number of shares to be issued.
Shareholders and Directors: Confirm whether all shareholders and directors will visit Belgium or if any will provide legalized documents remotely.
Bank Account Consideration: Determine if a Belgian bank account will be opened to maintain a straightforward corporate structure.
Formation Deed Familiarization: Ensure you fully understand the formation deed before visiting Belgium or signing remotely.
Bank Account Requirements: Note that a visit to Belgium is required to open a Belgian bank account, though it is not legally mandatory. The bank may also require the director to obtain a Belgian National Number (BSN) first.
Meeting Confirmations: Confirm all necessary meetings (with local authorities, notary, and bank) with your Incorporation Officer before traveling to Belgium.
Plan B: Consider a contingency plan if the Belgian Trade Register does not register your company within 24 hours of the notary’s registration, especially if you have a bank meeting scheduled for the following day.
Language Considerations: If you are not fluent in Dutch or French, be prepared to involve a translator during the notary and banking processes.
Document Requirements: Bring an English/legalized paper-based proof of residential address (which cannot be an ID or driver's license) and consider other document requirements for your company.
This checklist serves as a general guideline; numerous variables can arise during the formation of a company in Belgium.
Setting up a BV (Besloten Vennootschap) in Belgium is a simple and efficient process, making it an ideal option for global entrepreneurs aiming to establish a presence in Europe. The first step is to select a unique company name and have it approved by the Belgian Crossroads Bank for Enterprises (KBO). Once the name is approved, you must draft the articles of association and have them notarized by a qualified notary.
This key legal step provides the BV with a solid operational framework and ensures all stakeholders understand their roles and responsibilities. Notarization adds legitimacy, which is essential for building trust with investors and other business partners. Thanks to remote incorporation services, entrepreneurs can now set up a BV from anywhere in the world, avoiding the need for extensive travel.
After notarizing the articles of association, the next step is to collect the necessary Know Your Customer (KYC) documents, such as passports and proof of address, and have them legalized with an Apostille. This process authenticates the signatures and seals on official documents, making them legally valid and recognized internationally.
Once all documents are prepared and legalized, they can be submitted to the Belgian authorities, including the notarized articles of association, to officially register the BV and obtain a company number. After registration, the BV can begin operations within Belgium and across Europe, benefiting from Belgium’s strategic location, favorable tax regime, and well-developed infrastructure.
Overall, the process of setting up a BV in Belgium involves choosing a unique name, notarizing the articles of association, legalizing KYC documents with an Apostille, and registering with the Belgian authorities. This ensures a seamless and effective entry into the European market.
Starting a business in Belgium calls for numerous important actions. You must first select a proper business structure—a sole proprietorship, a partnership, or a private limited company (SPRL/BV).
The company then has to be registered with Belgian Crossroads Bank for Enterprises (CBE), and you will need a company number. You also have to register a business bank account under the company name and, should you be establishing a private limited company, a minimum share capital of €1 needs to be deposited. Additionally required is drafting the articles of association for the firm and having a Belgian notary notarize them.
The kind of business will determine if particular licenses or permits are needed.
The business also has to be registered for VAT and other taxes with the Belgian Tax Administration. Lastly, it is highly advised to seek advice from a legal or financial specialist to guarantee that, upon company establishment in Belgium, all legal and financial issues are correctly handled.
To set up a company in Belgium, several key steps must be followed. First, you need to choose a suitable business structure, such as a sole proprietorship, partnership, or a private limited company (SPRL/BV).
Next, the company must be registered with the Belgian Crossroads Bank for Enterprises (CBE), and you will need to obtain a company number. Additionally, you must open a business bank account in the company’s name, and if setting up a private limited company, a minimum share capital of €1 must be deposited. It is also necessary to draft the company’s articles of association and have them notarized by a Belgian notary.
Depending on the type of business, certain licenses or permits may be required.
Additionally, the company must be registered with the Belgian Tax Administration for VAT and other tax obligations. Finally, it is highly recommended to consult with a legal or financial expert to ensure all legal and financial matters are properly addressed when setting up a company in Belgium.
For global entrepreneurs looking to establish a presence in Belgium, understanding the legal requirements for company addresses is crucial. The Belgian authorities mandate that all companies operating within the country must have a registered business address. This address is essential for official correspondence, and non-compliance can result in penalties or even the dissolution of the company.
For international entrepreneurs who may not have a physical presence in Belgium, alternative solutions are available. Many service providers offer virtual office solutions, providing a professional business address for registration purposes, along with mail forwarding and other administrative services. This allows global entrepreneurs to meet the legal requirement for a Belgian company address without the need for a physical office.
By utilizing these services, international businesses can ensure compliance with Belgian regulations while maintaining flexibility and cost-effectiveness. Ultimately, understanding and fulfilling the legal requirements for company addresses is key for entrepreneurs aiming to establish and operate a successful business in Belgium.
There are some things you have no need to worry about while establishing a Belgian firm. First of all, a local shareholder is not required of participation in the business. Foreigners can so fully own their Belgian company without involving a local partner, so attaining complete ownership. In a same vein, the company does not need a local director appointed. Any corporate body can be named director of a Belgian corporation, therefore providing management flexibility. Furthermore not restricted are non-EU nationals wishing to start a business in Belgium.
This lets persons from outside the EU start companies in the nation without running across more restrictions or obstacles. These elements make starting a Belgian firm appealing and easy for foreign investors and businesspeople. Belgium offers a favorable environment for international companies to establish themselves and flourish in the Belgian market with full ownership rights, the freedom to name any corporate body as a director, and no limitations regarding non-EU nationals.
The flex BV in Belgium is a flexible form of a private limited liability company (BV) that was introduced to provide entrepreneurs with a more accessible and adaptable way of setting up their businesses in Belgium. This structure has made it easier for both local and international entrepreneurs to establish themselves under Belgian law.
One of the key features of the flex BV is the low share capital requirement, which has been significantly reduced to just €1. This is a major shift from the previous requirement of €18,550, making it easier for startups and small businesses to form a BV in Belgium. Another important advantage of the flex BV is its flexibility in corporate governance and shareholder rights, allowing for a more customizable approach to company management. This flexibility makes it comparable to the UK Limited company structure, catering to the specific needs of modern businesses.
The introduction of the flex BV has been well received by entrepreneurs in Belgium and has encouraged an increase in the number of BVs being established. With a more modern and adaptable framework, the flex BV offers an attractive option for entrepreneurs seeking to establish a presence in Belgium, both locally and internationally.
For companies looking to be present in Belgium, a Besloten Vennootschap (BV) corporation offers a number of benefits.
A BV entity is often used in Belgium by e-commerce companies trying to grow operations throughout Europe. Belgium is a perfect foundation for businesses wishing to enter the European market with its strategic position and strong infrastructure. Leveraging Belgium's position as a major gateway for world trade, especially via important ports like Antwerp, a BV business can also be a vehicle for import and export operations.
Furthermore frequently employed as holding companies, Belgian BV firms provide advantageous tax laws for companies looking to centralize financial operations in Belgium. This framework offers a consistent basis for company operations and helps maximize worldwide tax strategies.
Moreover, a BV firm in Belgium might be a useful instrument for companies trying to move personnel. By creating a BV firm, which offers a legal entity in the nation, both a temporary assignment and a permanent relocation can be made easier. Multinational businesses hoping to make a presence in Belgium or those bringing staff from overseas will especially benefit from this.
Ultimately, a Belgian BV company offers enterprises wishing to support e-commerce operations, control import and export activity, set up holding company structures, or simplify personnel moves flexibility and benefits. For businesses wishing to operate in Belgium, it presents a strong choice.
Opening a bank account for a Belgian BV has numerous choices for thought. For their financial needs, many companies have long turned to retail banks.
Still another choice is to make use of Electronic Money Institutions (EMIs). Licensed financial entities, EMIs offer banking services like debit card issuing, money transfer, and electronic payment processing. Using an EMI has one main benefit: account opening usually goes faster and easier than at conventional retail banks.
Furthermore, for some services EMIs sometimes provide less fees and more competitive prices. EMIs are also more flexible for companies running globally as they usually do not call for a local Belgian bank account for the BV.
Business entities in Belgium come primarily in two forms: the Naamloze Vennootschap (NV) and the Besloten Vennootschap (BV). Though both organizations have limited liability, their structures and policies vary. Usually utilized for small to medium-sized companies, the BV provides adaptability with less legal obligations. BVs have non-free transferable shares and at least one shareholder and one director is needed.
On the other hand, the NV has tougher rules and is meant for bigger companies. It follows a more formal structure with a two-tier board system comprising a management board and a supervisory board and calls for a minimum share capital of €61,500. The stock market lets one freely trade NV shares. Entrepreneurs wishing to launch a company in Belgium must first grasp these differences.
Setting up a Belgian entity, such as a BV (Besloten Vennootschap), involves several costs that vary depending on the complexity of the company’s structure and services required. Generally, the total setup cost for a Belgian BV ranges from 400 to 750 EUR, with non-resident entrepreneurs facing higher costs around 1.500 EUR due to additional requirements.
The primary costs include notary charges for drafting the deeds to establish the BV, as well as registration fees of approximately 50 EUR paid to the Belgian Chamber of Commerce upon completion of the registration process.
For non-residents, it is highly recommended to work directly with a Belgian notary, especially since online formation platforms may lead to delays. These services are primarily designed for Belgian residents and may not cater effectively to global entrepreneurs who often need more personalized attention and customized legal documents.
Other potential costs might include agent fees, which can cover legal advice, tax consulting, and assistance with ongoing regulatory compliance. These costs, though variable, are crucial in ensuring the smooth establishment of a Belgian entity. Proper planning and collaboration with the right professionals will help businesses navigate the Belgian setup process with efficiency and compliance.
Corporate Tax and VAT for Belgian Private Limited Companies (SPRL/BV)
Belgian private limited companies (SPRL/BV) are subject to corporate taxes on an annual basis. Based on the financial statements, which must be prepared within 6 months after the end of the financial year, the company will file its corporate tax return. Our Entity Management portal provides a tutorial on how to file your corporate tax return yourself, particularly if your Belgian company had only a few transactions, making it a straightforward process.
In Belgium, private limited companies are subject to corporate tax, with rates ranging from 20% to 25%, depending on the company’s profits. This tax is applied to the company’s worldwide income, including any domestic and foreign subsidiaries. In addition to corporate tax, there is also a withholding tax on dividends, interest, and royalties paid to non-resident entities. Rates may vary depending on applicable tax treaties.
Belgium’s corporate tax system is considered competitive, offering clear regulations for companies setting up as an SPRL/BV. The corporate tax rate is progressive, with lower rates for lower profit brackets. Dividends distributed to shareholders are also subject to dividend withholding tax, with potential reductions based on tax treaties, making the distribution of profits more tax-efficient.
Strategic tax planning is key to optimizing a Belgian SPRL/BV’s financial performance. Belgium offers several tax incentives and deductions that can help reduce the overall tax burden, such as the Innovation Income Deduction (IID), which can lower tax liabilities on qualifying income.
Belgium has numerous Double Taxation Agreements (DTAs) with various countries, preventing double taxation and facilitating international business. Consulting with tax advisors familiar with Belgian tax laws ensures compliance with local and international tax obligations, helping businesses maximize tax efficiency.
Private limited companies in Belgium may be exempt from VAT if their annual turnover is below a certain threshold, which is currently set at €25,000. However, if the company’s turnover exceeds this threshold, it must register for VAT and file periodic returns. The standard VAT rate is 21%, with reduced rates of 6% or 12% for certain goods and services.
Additionally, private limited companies in Belgium are required to file their annual corporate tax return within 6 months after the end of the financial year. This return should include the company’s financial statements, along with any required supporting documents related to the company’s activities.
Understanding and fulfilling these tax obligations allows private limited companies to effectively manage their tax liabilities, ensuring compliance with Belgian authorities while optimizing their financial performance.
In Belgium, a company only pays corporate tax if it generates a profit. If the company has made a profit and paid its corporate taxes, it may consider distributing the remaining profit as dividends. Dividend payments are subject to a withholding tax, which is typically 30%, although this can be reduced depending on applicable tax treaties with the shareholders' country of residence.
If a Belgian company is operational and offers goods or services, it may be required to register for VAT and charge the standard 21% VAT on applicable transactions. If the company plans to employ staff, it must also register as an employer and withhold wage tax and social contributions from employees' gross salaries.
Registering a BV (Besloten Vennootschap) with the Belgian tax authorities is crucial for ensuring compliance with local tax laws. Once the BV is officially registered with the Belgian Crossroads Bank for Enterprises (KBO), the tax authorities are notified automatically. However, additional registration may be required for specific tax obligations, such as Value Added Tax (VAT). This process includes submitting detailed company information and acquiring a VAT identification number, which is essential for conducting business transactions within Belgium and across the European Union.
Proper registration with the tax authorities ensures that the BV meets its tax obligations, including corporate income tax filings, VAT returns, and other fiscal reports, thus maintaining legal compliance and avoiding penalties.
Moreover, registration with the tax authorities opens the door to various tax benefits and incentives offered by the Belgian government, such as tax credits, exemptions, and special schemes aimed at promoting business activities and economic growth. Businesses can take advantage of specific reliefs targeted at certain sectors or regions.
If the BV has employees in Belgium, registration for payroll taxes will also be required. Regular communication with the tax office, staying informed about updates in tax laws, and ensuring accurate returns are vital practices for smooth operations. Comprehensive tax registration allows the BV to operate efficiently, leverage available incentives, and maintain strong financial health.
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