Index

1. Requirements for Starting a Limited Liability Company in Belgium
2. Needed Documents for Company Registration
3. Step-by-Step Procedure for Submitting Documents
4. Important Information and Exceptions to Consider

1. Requirements for Starting a Limited Liability Company in Belgium

To establish a limited liability company (Soci\xe9t\xe9 \xe0 Responsabilit\xe9 Limit\xe9e, SRL) in Belgium, the following requirements must be met:

Shareholders: At least one shareholder is required, who can be a natural or legal person.
Directors: At least one director is required, who can also be a shareholder.
Registered Office: The company must have a registered office in Belgium.
Business Purpose: The company must have a lawful business purpose.
No Minimum Capital Requirement: Unlike previous regulations, there is no minimum capital requirement for an SRL, but the company must have sufficient funds to operate.

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2. Needed Documents for Company Registration

The following documents are required to register a limited liability company in Belgium:

Articles of Association: This document outlines the company's structure, purpose, and rules.
Identification Documents: Valid identification for all shareholders and directors (e.g., passport or ID card).
Proof of Address: Documentation proving the registered office address in Belgium.
Declaration of Non-Conviction: A declaration stating that the directors have not been convicted of any financial crimes.
Notarized Deed: The Articles of Association must be executed in a notarized deed.

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3. Step-by-Step Procedure for Submitting Documents

Step 1: Prepare the Articles of Association

Draft the Articles of Association, ensuring compliance with Belgian law.

Step 2: Notarization

Schedule an appointment with a notary public to execute the Articles of Association. The notary will prepare the necessary documents and ensure they comply with legal requirements.

Step 3: Register with the Crossroads Bank for Enterprises (CBE)

After notarization, the company must be registered with the CBE. This can be done online or in person at a local CBE office.

Documents to submit:

Notarized Articles of Association
Identification documents
Proof of address

Step 4: VAT Registration

If applicable, register for VAT with the Belgian tax authorities. This can be done online through the tax office.

Step 5: Social Security Registration

Step 6: Obtain Necessary Licenses

Depending on the business activity, you may need specific licenses or permits.

Step 7: Open a Bank Account

Open a business bank account in Belgium to manage company finances.

Important Submission Information:

Where to Submit: Documents can be submitted online through the CBE website or in person at local offices.
Processing Time: Registration typically takes a few days, but it may vary based on the completeness of the submitted documents.

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4. Important Information and Exceptions to Consider

Directors' Liability: Under the new Belgian Companies Code, directors' liability is limited based on the company's turnover and balance sheet total. However, this liability cannot be further limited beyond what is provided in the law.
Business Activities: Ensure that the business activities comply with local regulations and that any necessary permits are obtained.
Language Requirements: Documents may need to be in one of the official languages of Belgium (Dutch, French, or German).
Tax Considerations: Consult with a tax advisor to understand the implications of your business structure and operations.

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By following these steps and ensuring compliance with the requirements, you can successfully establish a limited liability company in Belgium. Always consider consulting with legal and financial professionals to navigate the complexities of company formation.

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