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Register Your Limited Liability Company in Belgium

by | Feb 24, 2025 | Corporate Structuring

Belgium Company Registration: How to Set Up Your Belgian SARL – Luxembourg

Belgium is an attractive destination for entrepreneurs and investors looking to establish a business in Europe. With a strong economy, strategic location, and favorable business climate, setting up a limited liability company (SRL/BV) in Belgium offers numerous advantages. This guide explores key aspects such as Belgium’s economy, share capital requirements, hiring employees, social security, and corporate income tax.

Belgium’s Economy: A Strong Business Hub

Belgium boasts a stable and well-developed economy, ranking among the most prosperous countries in Europe. As a founding member of the European Union, it benefits from seamless trade and investment opportunities. The country’s GDP was approximately €589 billion in 2023, with strong performance in sectors such as finance, logistics, pharmaceuticals, and manufacturing. Moreover, Belgium’s central location makes it an ideal gateway to European markets, including Germany, France, and the Netherlands.

Legal Framework and Share Capital Requirements

In Belgium, the most common business structure for foreign investors is the Société à Responsabilité Limitée (SRL) / Besloten Vennootschap (BV), which corresponds to a limited liability company (LLC). One of the most attractive features of an SRL/BV is that there is no minimum share capital requirement, making it accessible for entrepreneurs of all sizes. Instead of a fixed minimum capital, founders must ensure the company has sufficient initial funding to sustain operations.

Company Formation Process

Registering an SRL/BV in Belgium involves the following steps:

  1. Draft the Articles of Association – These must be notarized by a Belgian notary.
  2. Deposit the Initial Capital – Though no minimum capital is required, founders must justify the company’s financial sufficiency.
  3. Register with the Crossroads Bank for Enterprises (CBE) – This assigns the company a unique business number.
  4. Register for VAT – Businesses exceeding the annual turnover threshold (typically €25,000) must register for VAT.
  5. Open a Corporate Bank Account – Essential for handling financial transactions.

Hiring Employees in Belgium

Belgium has a well-regulated labor market with strong employee protections. When hiring employees, companies must adhere to Belgian labor laws, which include:

  • Employment Contracts – Fixed-term, indefinite, and part-time contracts are common.
  • Minimum Wage – As of 2024, the national minimum wage is €2,100 per month.
  • Working Hours – A standard workweek is 38 hours, with overtime rules in place.
  • Social Security Contributions – Employers must register employees with the Belgian social security system and make monthly contributions.

Social Security and Employer Contributions

Belgium has one of the most comprehensive social security systems in Europe. Employers and employees contribute to this system, which covers pensions, healthcare, unemployment benefits, and workplace accidents. The contribution rates are:

  • Employer’s Contribution: Around 25% to 27% of gross salary
  • Employee’s Contribution: Approximately 13.07% of gross salary These contributions provide extensive benefits to employees, ensuring a high standard of living.

Corporate Income Tax in Belgium

Belgium’s corporate tax system has undergone significant reforms to remain competitive. The corporate income tax (CIT) rates are:

  • Standard CIT rate: 25%
  • Reduced CIT for SMEs: 20% on the first €100,000 of taxable income, subject to conditions Companies are also subject to other taxes, such as the withholding tax on dividends (30%), but reductions may apply under double taxation treaties.

Advantages of Setting Up an LLC in Belgium

  1. Strategic Location – Access to major European markets.
  2. No Minimum Capital Requirement – Flexible financial entry.
  3. Attractive Tax Regime for SMEs – Reduced CIT on lower earnings.
  4. Highly Skilled Workforce – A multilingual and educated labor market.
  5. Robust Infrastructure – Excellent transport and digital connectivity.

Registering a limited liability company in Belgium is a strategic move for businesses looking to expand in Europe. With a stable economy, flexible capital requirements, and a favorable tax environment, Belgium offers a strong foundation for entrepreneurial success. Contact your Damalion expert and accredited partner to navigate the registration process smoothly and leverage Belgium’s advantages to grow their ventures. 

Damalion – Luxembourg

Register Your Limited Liability Company in Belgium — requirements, documents, costs, timing, tax points, and ongoing duties.

For entrepreneurs, investors, holding companies, SPVs, and international groups • Damalion helps prepare clear files so notaries and authorities can process faster. Final approval is at the authorities’ discretion.

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What helps Belgian company registration?

Pick the right legal form. Prepare clean identification. Explain the business in simple words. Keep ownership and powers transparent. Set realistic timelines and confirm costs at the start.

Documents you will need

  • Valid passport or ID for each shareholder and director.
  • Recent proof of address and tax residency details.
  • Articles of association (the notary validates the deed).
  • Bank certificate for paid-up capital (when required).
  • Short business description and planned activity.
  • Ownership chart and signatory rules.
  • UBO information for the register.
  • Certified translations or apostilles when requested.

SRL (BV) and SA (NV) at a glance

Topic SRL / BV SA / NV
Shareholders 1 or more 2 or more
Capital No fixed legal minimum; founders show adequate funds Fixed legal minimum capital applies
Governance Flexible; one director possible Board of directors
Typical use SMEs, startups, holdings Larger companies, listings

How to register your company

  1. Define the structure. Owners, directors, activities, and shares.
  2. Open a capital account if needed. Deposit funds and get the bank certificate.
  3. Sign the deed. A notary drafts and signs the incorporation deed.
  4. Register the company. File with the Crossroads Bank for Enterprises (BCE/KBO).
  5. Activate taxes and social security. VAT number, income tax registration, and payroll if you hire.

Costs and timing

  • Notary and registry fees. Professional support fees.
  • Capital: SRL/BV has no fixed legal minimum; SA/NV has a fixed minimum.
  • Timing: often 2 to 4 weeks, depending on documents and notary agenda.

Frequently asked questions — legal and tax (corporate tax & obligations)

1) What is corporate income tax and who pays it?
Corporate income tax applies to Belgian resident companies on worldwide profits and to non-resident companies on Belgian-source profits.
2) When does a new company become liable for corporate tax?
From incorporation and the start of activities. You file an annual return for each financial year, even if there is no profit.
3) Do SMEs benefit from a reduced corporate tax regime?
Belgian law foresees specific SME measures under conditions. Your accountant can confirm eligibility and thresholds.
4) What prepayments are required during the year?
Companies usually make quarterly tax prepayments to avoid increases. The schedule depends on your financial year.
5) What are the main deductible expenses?
Ordinary and necessary business costs documented with invoices or contracts. Some items are limited or excluded by law.
6) How are dividends taxed at the company and shareholder level?
Dividends are paid from after-tax profits. When distributed, withholding tax may apply at shareholder level, with domestic or treaty reliefs where relevant.
7) How are director fees and salaries treated?
They are company expenses if properly documented. Withholding on salaries and social security must be handled via payroll.
8) Do I need to register for VAT?
Yes, when you carry out taxable supplies in Belgium. Some activities are exempt. Apply for a VAT number before invoicing.
9) How often do I file VAT returns?
Typically monthly or quarterly depending on volume and status. Recapitulative and intra-Community listings may also apply.
10) What is the invoice content required for VAT?
Invoices must show supplier and client details, dates, description, quantity, unit price, VAT base, VAT rate, and VAT amount or exemption reference.
11) Are there withholding taxes on interest and royalties?
Withholding may apply, with possible exemptions or reductions based on domestic rules or treaties. Keep certificates for relief.
12) How are intercompany transactions priced?
They must follow the arm’s length principle. Keep transfer pricing documentation if you meet the thresholds.
13) Are there capitalization or interest limitation rules?
Belgian rules limit tax-deductible net borrowing costs based on company results. Ask your advisor to model the impact.
14) How are tax losses treated?
Losses may be carried forward under conditions. Some regimes restrict the offset in specific cases.
15) What about local taxes and business levies?
Besides corporate income tax and VAT, municipalities or regions may levy additional charges depending on your activity and location.
16) What accounting framework and year-end do I use?
Belgian GAAP applies unless you use authorized frameworks. Choose a financial year-end and keep consistent books and inventories.
17) What are the annual filing obligations?
File the corporate tax return, deposit statutory accounts with the National Bank of Belgium, and update the UBO register when changes occur.
18) Do I need statutory audit?
Audit is required when size criteria are met. Small companies may be exempt. Check thresholds each year.
19) How are cross-border services and goods handled for VAT?
Intra-EU and extra-EU rules differ for place of supply, import, and export. You may need EORI and customs procedures.
20) What triggers tax or social inspections?
Inconsistencies, late filings, unusual ratios, or random selection. Keep clear records and answer requests on time.  

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