Establishing a Joint-Stock Company in Belgium
Establishing a Joint-Stock Company in BelgiumUpdated on Friday 07th August 2020
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The Belgian joint-stock company, also known as the public limited company (SA/NV) is a company based on the investments made by its shareholders. It requires at least two shareholders to be incorporated and it is generally preferred by large businesses in Belgium.
If you want to open a company in Belgium or are interested in knowing more about all types of companies in Belgium, our Belgian lawyers can offer you complete information.
We invite you to watch the following video on the characteristics of the joint-stock company in Belgium:
Requirements for setting up a joint-stock company in Belgium
The minimum share capital that needs to be provided for public limited companies in Belgium is at least 61,500 Euros and it must be fully deposited when the company is incorporated. The share capital can be subsequently increased and no notarial deed is needed for this action. However, the company’s Articles of Association must contain a special clause that stipulates the amount of the authorized share capital. The company’s Articles of Association must be drawn up before a Belgian notary and they are mandatory for the incorporation of the company. Joint-stock companies in Belgium must be registered at the Belgian Trade Register.
The liability of the shareholders is limited to their contribution to the company’s share capital. The shares are transferable, although this procedure can be limited according to certain special clauses.
Other provisions for public limited companies in Belgium
Belgian joint-stock companies are required to have three directors. If the company is incorporated by two individuals and has only two shareholders, the Board of Directors can be limited to only two members. Directors in Belgium have certain obligations and liabilities and must act in the best interest of the company.
Public limited companies must comply with the general taxation rules applicable in Belgium and have significant accounting obligations. Because the Belgian joint-stock company has legal entity, a bank account must be opened for the company in the early phases of incorporation.
Our lawyers in Belgium can help you with more information about company incorporation, including VAT registration.
It is common for joint-stock companies to register a trademark in Belgium.
For more details about company management in Belgium, please contact our Belgian law firm. We can provide complete and professional legal services for your company.