Knowledge

Register a company in Belgium

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When you decide to register a company in Belgium, it’s important to note that the first steps you should take is incorporating and registering your company. In order to do this, you must first choose three company names. The chosen names are then submitted with the competent authorities in Belgium for a confirmation.

Requirements to incorporate a company in Belgium

  1. It is necessary to present identification documents such as passport copies, identification cards or driver licenses of directors and shareholders, as well as a recent utility bill or a bank statement to prove the residential address.
  2. A bank account needs to be opened with a Belgian bank. You will need identification documents and application forms received from the bank where the share capital is deposited.
  3. The minimum share capital to incorporate a company in Belgium is 18,550 euros, from which two thirds must be paid upon incorporation and one third must be paid if there are two shareholders. The amount paid will be retained as a blocked capital account after the bank has analyzed and approved the client’s request.
  4. The shareholders must create a business plan to prove that the share capital will sustain the company’s activities for a period of two years. The plan is presented afterwards to a Belgian public notary.
  5. For EU investors, there are specific regulations in appointing a director, which require that the director have a certain educational level.
  6. For non – EU investors, the appointed director must satisfy three conditions: if the shareholder appoints himself as director, the director will be self – employed and require a professional card;  if the shareholder appoints a director, the director will require a work permit; if a non – EU citizen is married to the EU citizen, a family member can vouch for the director.
  7. If all the conditions are met, the investor or a representative invested with a power of attorney will signs the required documents in front of a Belgian public notary.
  8. The final step is to register the company with the Register of Legal Entities and obtaining a tax ID. All the required documents must be notarized and then submitted with the Trade Register for approval.

Requirements to form a company in Belgium

Any person, no matter the nationality or residency can be a director or a shareholder of a company in Belgium. Shareholders can be natural persons or legal entities. However, the company must have a local registered office and a plan containing financial information for future activities of the company.

Depending of the number of shareholders, the incorporation of a limited liability company requires a minimum share capital of 12,400 euros – if the company has one shareholder and 6,200 euros – if the company has at least two shareholders.

Types of companies in Belgium

A private limited company (Société Privée à Responsabilité Limitée / SPRL) is chosen for small businesses and requires a minimum share capital of 18,550 euros. If the SPRL has one shareholder, the minimum start – up capital that must be paid upfront represents two thirds of the amount, respectively 12,400 euros. If the SPRL has at least two shareholders, the minimum start – up capital that must be paid upfront represent one third of the amount, respectively 6,200 euros. The company can have one or more indviduals, as well as legal entities as founding members, nationals or foreigners.

A public limited company (Société Anonyme / SA) is meant for large enterprises and requires a minimum share capital of 61,500 euros. The founding members may be nationals or foreigners, natural persons or legal entities. They will contribute to the company’s capital in exchange for shares.

Foreign companies are also allowed to register a Belgian branch, a subsidiary or a representative office. In this case, the foreign company will be shareholder in the Belgian company. It is also possible to open extensions of foreign parent companies in Belgium.

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