Belgium Company Registration Guide (2025): Practical Steps and Policy Highlights

This guide summarizes the latest practical requirements and policy interpretations for registering and operating a company in Belgium in 2025. It covers legal forms, step-by-step registration, regulatory updates (including AML and beneficial ownership), several typical cases, and key Notes (practical cautions) to reduce risk and speed up setup.

Choose the appropriate legal form

Selecting the right structure affects liability, governance, tax, and administrative obligations. Common options:

Note: Since the 2019 company code reform, the BV/SRL has greater flexibility (no fixed legal minimum capital), but founders must still ensure sufficient starting capital. Confirm practical notary requirements with a local notary.

Step-by-step registration (operational checklist)

1. Decide structure and prepare founders' documents: shareholder list, identity proofs, company name options (check uniqueness with the Crossroads Bank for Enterprises — KBO/CBE).
2. Draft articles of association and shareholder agreements: specify governance, share transfer rules and liquidation preferences. For complex ownership, use a shareholders' agreement.
3. Arrange capital and contributions: for NV/SA and certain BV/SRL setups, deposit capital with a Belgian bank or notary where required; obtain a certificate of deposit.
4. Notarial deed (if required): sign the deed before a Belgian notary for NV/SA and certain BV setups involving in-kind contributions.
5. Register with Crossroads Bank for Enterprises (KBO/CBE): submit the articles and required forms — this yields the company number (enterprise number).
6. VAT registration: register for VAT if you will carry out taxable activities in Belgium; non-EU companies may need a fiscal representative.
7. Social security and payroll registration: register with the National Social Security Office (ONSS/RSZ) before hiring employees.
8. Register UBO (beneficial owners): file details of ultimate beneficial owners in accordance with Belgian UBO rules and AML legislation.
9. Publication & accounting: file annual accounts with the National Bank of Belgium and publish required corporate acts in the Belgian Official Gazette (Moniteur Belge).

Typical timelines: KBO registration generally takes several days to a few weeks depending on completeness; VAT registration and social registrations vary by office workload. Plan buffer time for notary appointments and bank confirmations.

Policy updates and interpretations to watch in 2025

• Beneficial ownership and AML: Belgium continues to tighten KYC/AML checks. Authorities increasingly cross-check UBO filings with banks and tax authorities; penalties for non-compliance are significant.
• Digital filing & e-government: ongoing efforts to increase e-filing for tax returns, payroll and company accounts — electronic submission is being encouraged and in some cases required.
• Tax scrutiny and substance: BE tax audits keep focus on transfer pricing, economic substance and cross-border arrangements. Companies with foreign-related transactions should document substance (staff, premises, management).
• Employment & immigration: work permits and social security rules for non-EU workers remain strict; remote work and cross-border employment raise permanent establishment (PE) considerations.

Cases and practical examples

Case 1: Tech startup (two founders, EU residents)

Set up a BV/SRL for flexible governance. Steps: draft lightweight articles, deposit initial capital adequate to business plan, register at KBO, obtain VAT number, and open Belgian corporate bank account. Consider R&D tax incentives and regional support in Flanders or Wallonia.

Case 2: Foreign manufacturer expanding to Belgium (non-EU parent)

Often best to form an NV/SA or a Belgian subsidiary BV to limit liability. Ensure proper transfer pricing documentation, register for VAT, and appoint a fiscal representative if required. For employees sent from abroad, secure work permits and register with ONSS/RSZ.

Notes (Key cautions)

1. Language and regional law: Belgium has Dutch, French and German regions — contracts and notices may require local-language versions; choose a registered office in the region that matches your operational footprint.
2. UBO accuracy: file and update beneficial ownership promptly; incorrect filings trigger fines and bank restrictions.
3. Director and shareholder liability: ensure compliance with accounting, payroll and tax filings to avoid personal liability for directors.
4. Bank account & anti-money laundering: banks conduct rigorous KYC; provide clear documentation and expected turnover figures to avoid delays.
5. Tax registrations and thresholds: register for VAT before starting taxable activity; understand EU VAT rules for cross-border supplies.
6. Permits & regulated activities: certain professions and regulated sectors (financial services, healthcare, food) require sectoral licences.
7. Substance and transfer pricing: if transactions cross borders, keep contemporaneous documentation and justify pricing to withstand audits.

SailGlobal: For entrepreneurs seeking offshore HR support or company set-up assistance across jurisdictions, SailGlobal offers assistance with cross-border payroll, compliance checks and local registrations.

Useful contacts & resources

• Crossroads Bank for Enterprises (KBO/CBE)
• Federal Public Service Finance (FPS Finance) — VAT and corporate tax guidance
• National Bank of Belgium — annual accounts filing
• Local notaries and certified accountants (recommended)
• Regional investment agencies: Flanders Investment & Trade, Wallonia Export-Investment Agency, hub.brussels

Final tips

Early planning and professional advice (local notary, accountant, tax advisor) accelerate registration and reduce surprises. Keep governance documents clear, track UBO and AML obligations, and maintain robust accounting to comply with Belgian and EU rules in 2025.