Belgian Legal System: Structure and Law

Introduction to Civil Law

The existence of society necessitates rules to govern interactions between people and their possessions. Law is the comprehensive system of legal rules, rights, and obligations that regulate these societal relationships. Unlike purely moral rules, which are subjective and not universally binding, legal rules are imposed on everyone and are enforceable through sanctions.

Distinction between Legal and Moral Rules

Legal rules differ from moral rules in their enforceability and universal applicability. Moral obligations, emanating from individual conscience or group norms, are not subject to state-imposed penalties.

Example: If a public transport user does not offer their seat to an elderly person, they may face social disapproval but no legal sanction.

Conversely, legal obligations are always backed by sanctions.

Types of Sanctions

Legal rules in Belgium are established and adapted by the State through its legislative power. Non-compliance can lead to various types of sanctions, which are defined by law and applied by judges or competent authorities.

• Penal sanctions: Punishments for criminal offenses.

• Civil sanctions: Remedies for private wrongs, such as damages or specific performance.

• Administrative sanctions: Penalties imposed by administrative bodies.

• Fiscal sanctions: Penalties related to tax non-compliance.

It is important to note that some sanctions can be applied simultaneously, while others cannot, based on the principle of "non bis in idem" (not twice for the same act).

The Concept of Justice

The term "justice" often prompts reflection on its inherent fairness. While law aims to establish order and fairness, the question "Is justice truly just?" remains a philosophical inquiry.

The Belgian State Structure

Belgium is a federal state, having evolved from a unitary state through constitutional reforms initiated in 1970. This system involves a complex distribution of powers among the federal government, communities, and regions.

Historical Context

Belgium's first king, Léopold I, took his constitutional oath on July 21, 1831, vowing to uphold the Constitution, the laws, national independence, and territorial integrity. The Belgian nation adopted the colors red, yellow, and black, and the Belgian Lion as its coat of arms, with the motto "L'Union fait la force" (Unity is Strength), as stipulated in Article 193 of the Constitution.

Hierarchical Legislative Framework

The Belgian legal system is structured hierarchically across different levels:

• European legislative provisions

• National provisions, further divided into:

  • Federal provisions

  • Community and Regional provisions

  • Provincial and Municipal provisions

Belgium comprises 10 provinces and 595 municipalities (as of January 1, 2025).

Each level of government (federal, community, regional) has its own parliament (Council) and executive body (Government). Members of these representative institutions are appointed through elections.

Regions and Communities

Belgium is organized into three regions and three communities:

Regions

The determining criterion for regions is territory. Regions are competent in matters that are geographically localized, such as:

• Brussels-Capital Region

• Walloon Region (Wallonia)

• Flemish Region (Flanders)

Regional competencies include:

• Economy

• Transportation

• Environment

• Agriculture

Communities

The determining criterion for communities is language. Communities are competent in matters related to people and their language, such as:

• Flemish Community

• French Community (Wallonia-Brussels)

• German-speaking Community

Community competencies include:

• Education

• Cultural matters

• Healthcare

• Assistance to individuals

Any competencies not explicitly assigned to the communities and regions remain under the jurisdiction of the federal government.

Separation of Powers

According to the Constitution, there are three separate powers at the federal level:

1. Legislative Power

The legislative power is the prerogative of the Parliament, which is composed of two chambers: the Chamber of Representatives and the Senate.

At the federal level, legislative power is exercised by Parliament, which votes on laws and controls government actions, and by the King, who promulgates and sanctions laws. In federated entities, legislative power is exercised by their respective Parliaments (Councils) without the King's intervention.

2. Executive Power

The executive power (the government) is responsible for:

• Ensuring the application of legal norms established by the legislature.

• Taking initiatives within the framework of these rules.

• Proposing modifications or the creation of new legal rules to address new necessities.

Its primary goals are to:

• Ensure sound management of public services.

• Maintain societal balance.

• Govern.

3. Judicial Power

The judicial power is an organized structure that resolves conflicts between individuals and punishes legal infractions. Judges are appointed by the King.

Sources of Law

The Belgian legal system draws from numerous sources of law due to the extensive legislative output.

1. The Constitution: Organizes the Kingdom and establishes fundamental liberties.

2. Laws – Decrees – Ordinances: These are the primary sources.

   • A decree is voted by a community assembly (French, Flemish, German-speaking) or regional assembly (Walloon, Flemish).

   • An ordinance is voted by the Brussels-Capital Region assembly.

   • Laws are voted by the federal parliament.

3. Royal Decrees: Provide clarifications for laws, decrees, and ordinances.

4. Ministerial Decrees: Ministers may be empowered by laws, decrees, or ordinances to issue executive decrees.

5. Collective Bargaining Agreements (CCT): Important in labor law, these are agreements between employer and union representatives.

6. Administrative Directives: These are not strict legal norms and are not binding on citizens, though they guide administrative actions.

7. Ratified Treaties: International treaties ratified by Belgium are binding in Belgian law (e.g., EU treaties).

8. Doctrine: The body of written works by jurists that explain or interpret the law.

9. Equity: Appeals to common sense of justice, independent of existing texts.

10. Jurisprudence: The body of decisions rendered by courts and tribunals. While not strictly binding precedents, they serve as references and support for legal arguments and judicial motivation. A decision can be either majority or isolated.

11. Custom and Usage:

    • Custom: Unwritten, non-state rules of a binding nature adopted by a community through constant practice.

    • Usage: A specific practice within a profession, sector, region, or company.

Types of Legal Norms

There are four types of legal norms:

1. Public Order (Ordre public):

   • Concerns essential interests of the State or community.

   • Absolutely binding; violations are subject to absolute nullity.

   • Judges must raise these issues ex officio (on their own initiative).

2. Imperative (Impératives):

   • Absolutely binding; cannot be derogated from.

   • Applies to parties who conclude them.

3. Suppletive (Supplétives):

   • Applies only if parties have not mutually agreed to contrary provisions.

4. Incentivizing (Incitatrices):

   • Provides an advantage when applied but is not mandatory.

Branches of Belgian National Law

Belgian national law is divided into two main branches: Public Law and Private Law.

a. Public Law

This branch covers rules involving public authorities. It includes the organization of the State, its institutions, and the rights and obligations of citizens in their dealings with the State.

• Constitutional Law: Governs the organization, functioning, and powers of the State's superior organs, as well as fundamental individual rights. It forms the foundation of the State's structure.

• Administrative Law: Regulates the organization, functioning, and powers of public administration, and the relations between the administration and individuals.

• Fiscal Law: Comprises all rules related to taxes and duties.

• Procedural Law: Encompasses rules governing the functioning of courts and the procedures to be followed by them.

• Criminal Law: Aims to protect society against offenses committed by its members and organizes the prosecution of such offenses.

b. Private Law

This branch deals with the rights and obligations of individuals and regulates relationships between them.

• Civil Law: This is the common law, applicable to everyone. It covers various subjects:

  • Law of Persons

  • Law of Succession

  • Law of Property

  • Obligations (contracts)

  • Law of Civil Liability

  • Special Contracts (e.g., sale, exchange, lease, loan, deposit, mandate, suretyship, privileges and mortgages, construction contracts)

• Business Law: Addresses relationships arising from business activities, such as commercial contracts, companies, insurance, and bankruptcy. It applies specifically to entrepreneurs, promoting speed, ease, and lower costs in business dealings.

• Social Law: Comprises provisions related to the organization and rules of labor. It has two aspects:

  • Individual aspect: The contract between an employer and an employee.

  • Collective aspect: Deals with the worker within the company, branch of activity, and related structures like:

    • Works councils

    • Committees for prevention and protection at work

    • Joint commissions

    • National Labor Council

    These groups can conclude collective bargaining agreements at the company, sector, or national level.

Social Security

Social security covers various benefits and schemes, including:

• Unemployment benefits

• Pensions

• Family allowances

• Workers' compensation for accidents

• Health insurance

The Symbolism of Justice

The common image of justice features the Greek goddess Themis, holding:

• A scale: Symbolizes impartiality.

• A sword: Represents the power and authority of justice.

• A blindfold: Signifies impartiality and independence, asserting that nothing and no one can influence her judgment or decisions.

Independent Federal Jurisdictions

Belgium also has independent federal jurisdictions:

• The Council of State:

  • Administrative litigation: Resolves disputes and seeks compensation for damages caused by administrative authorities.

  • Appeal body: Handles appeals against administrative decisions.

• The Constitutional Court:

  • Ensures respect for the Constitution.

Court System and Processes

a. Civil Proceedings

In civil proceedings, parties are identified as:

• Plaintiff (Demandeur) vs. Defendant (Défendeur)

• Counter-Plaintiff (Demandeur sur reconvention) vs. Counter-Defendant (Défendeur sur reconvention)

• Appellee (Intimé) vs. Appellant (Appelant)

b. Criminal Proceedings

Criminal proceedings involve different parties and procedures.

Key Judicial Bodies in Belgium

• Court of Cassation (Cour de Cassation):

  • Only one in Belgium, with two chambers.

  • Deals with appeals on points of law (pourvoi en cassation).

  • Reviews whether legal procedures were respected, focusing on form rather than the merits of the case.

  • Controls the legality of decisions rendered in last resort.

• Assize Court (Cour d'Assises):

  • Judges non-correctionalized crimes (serious offenses).

• Police Tribunal (Tribunal de Police):

  • Handles minor infractions (contraventions) and all road traffic matters and accidents.

  • Has both civil and criminal chambers.

• Justice of the Peace (Juge de Paix):

  • Deals with financial disputes below €5,000.

  • Handles all neighborhood disputes, lease agreements, and incapacity cases.

• Correctional Tribunal (Tribunal Correctionnel):

  • Decides on misdemeanors (délits) and crimes (after correctionnalization).

  • Is the appellate jurisdiction for the Police Tribunal.

• Business Tribunal (Tribunal de l'Entreprise):

  • Resolves disputes between entities pursuing a sustained economic objective concerning acts performed for that purpose.

  • Handles disputes between non-businesses and businesses.

• Family Tribunal (Tribunal de la Famille):

  • Handles all family-related disputes (separation, divorce, child custody, maintenance contributions).

• Youth Tribunal (Tribunal de la Jeunesse):

  • Deals with disputes concerning minors.

  • Has civil and protective sections.

• Labor Tribunal (Tribunal du Travail):

  • Addresses all social disputes, including social security matters (unemployment, ONSS, pensions) for both salaried and self-employed workers.

  • Handles family allowance cases.

• Court of First Instance (Tribunal de Première Instance):

  • Decides on other civil disputes.

  • Handles financial disputes above €5,000.

  • Hears appeals from the Justice of the Peace (except for cases under €2,000, which are not appealable).

• Court of Appeal (Cour d'Appel):

  • Hears appeals from the civil and business chambers (except for cases under €2,500, which are not appealable).

  • Hears appeals from the Correctional Tribunal.

  • Hears appeals from the Youth Tribunal (civil or penal sections).

• Labor Court (Cour du Travail):

  • Hears appeals from the Labor Tribunal.

• Sentence Enforcement Court (Tribunal d'Application des Peines):

  • Examines requests for modalities of execution of custodial sentences.

Alternative Dispute Resolution (ADR)

Alternative Dispute Resolution (ADR) methods are becoming essential for resolving conflicts, especially in labor matters. Many contracts now mandate an attempt at amicable settlement. Various ADR modes exist:

• Direct Negotiation:

  • Occurs directly between parties who decide to negotiate without a third party.

• Settlement (Transaction):

  • A contract where parties make mutual concessions to resolve a dispute.

• Arbitration:

  • Resolution method involving a third party, the arbitrator (not a judge), who listens to the dispute and renders a decision called an arbitral award (sentence).

  • Arbitration is not permissible in matters of public order (e.g., disputes concerning persons).

  • An arbitral award has the authority of res judicata but lacks executive force. To enforce it, an ordinary court must validate it (exequatur).

• Mediation:

  • A resolution method facilitated by a mediator. It can be voluntary or judicially ordered.

  • The mediator guides parties toward an agreement without proposing solutions.

  • A mediation agreement is a contract, binding on the parties.

  • It can be homologated (approved) by a court, if mediated by an accredited mediator. Once homologated, the agreement becomes authentic and enforceable.

  • If mediation fails, parties can pursue legal action, and all discussions during mediation remain confidential.

• Conciliation:

  • A conciliator is a third party who records an agreement (which then serves as an enforceable transaction) or a disagreement without drawing consequences.

  • A conciliator proposes solutions. Lawyers can act as conciliators.

  • Before the Labor Tribunal, conciliation is mandatory for certain disputes, such as those related to employment contracts.

• Collaborative Law:

  • A voluntary and confidential process involving negotiation.

  • Parties and their lawyers are present to find a common ground.

  • The collaborative lawyer receives an exclusive and limited mandate from their client to reach an agreement.

  • If an agreement is not reached, the collaborative lawyer cannot continue to represent the client. This method requires strong teamwork.

Law of Personal Property

Classification of Property

Property is classified based on various criteria to define its legal nature and implications.

• Fungible vs. Non-Fungible:

  • Fungible: When an item can be replaced by another of the same kind (e.g., a specific quantity of grain).

  • Non-Fungible: When an item cannot be replaced by another (e.g., a unique piece of art).

• Consumable:

  • Disappears with first use (e.g., food).

• In Commerce vs. Out of Commerce:

  • In Commerce: Everything not explicitly deemed "out of commerce."

  • Out of Commerce: Items excluded by nature or public designation (e.g., public domain properties).

• Ownerless vs. Owned:

  • Determined by whether property belongs to someone or no one.

• Movable vs. Immovable:

  • Generally, an immovable asset cannot be moved, while a movable asset can. There are nuances and exceptions.

  • Movable by nature: Can be moved or moves itself.

  • Movable by anticipation: Immovable assets considered movable because they are intended to be detached (e.g., crops to be harvested).

  • Immovable by nature: Cannot be moved without altering its substance (e.g., land, buildings).

  • Immovable by incorporation: Movable items permanently attached to an immovable (e.g., fixtures).

  • Immovable by destination: Accessories of an immovable are deemed immovable by destination (Article 3.47, al. 4 New Civil Code).

It is crucial to correctly identify property types, especially concerning enforcement rights, seizures, and proving ownership.

Right of Property

According to Article 3.50 of the New Civil Code, the right of property directly grants the owner the right to use, enjoy, and dispose of their property. The owner has full prerogatives, subject to restrictions imposed by laws, regulations, or third-party rights.

• User (User): To use.

• Enjoy (Jouir): To benefit from its fruits/income.

• Dispose (Disposer): To renounce, transfer, or encumber.

Found Property

• Unowned things (Choses n’appartenant à personne): Possession is equivalent to title.

• Found corporeal things (Article 3.58):The finder must:

  1. Reasonably attempt to find the owner.

  2. Inform the property owner if found on someone else's property.

  3. If the owner cannot be found, declare the finding at a municipality (via a dedicated register).

  Ownership of found property (Article 3.59, § 1st New Civil Code):The found item continues to belong to its original owner, who can reclaim it or its sale proceeds (subject to indemnifying reasonable conservation costs).
  Exception: The finder or the municipality becomes the owner five years after the entry in the register, provided the original owner has not come forward.
  If the thing has no owner, possession serves as title.
  What about usucaption (acquisitive prescription)?

Law of Persons

Everyone has rights and obligations, but not everyone has the capacity to exercise them independently.

Categories of Persons

• Physical persons: Every individual born alive and viable.

• Legal persons: Entities with legal personality (e.g., companies).

Characteristics of a Physical Person

• Identity: Name.

• Domicile.

• Civil status.

• Nationality.

Capacity to Exercise Rights

Capacity refers to the ability to exercise one's rights independently.

Incapacitated Persons

• Minors (under 18 years old):

  • Joint parental authority.

  • Guardianship procedures managed by the Family Tribunal.

  • Possibility of parental authority deprivation.

  • Emancipated minors (15 years old and above): Authorization by the Family Tribunal (upon request by parents or legally responsible parties). This grants certain capacities:

    • Leases of less than 9 years.

    • Receiving income.

    • Acts of pure administration.

    • Not allowed: Real estate actions or loans (unless authorized by a Justice of the Peace).

• Vulnerable/Protected Persons (Article 488 et seq. old Civil Code):

  • Competence lies exclusively with the Justice of the Peace.

  • A trusted person can be designated.

  • Certain acts (marriage, filiation, donations) always require JP agreement; others (acknowledgment of a child) require prior advice.

  • Incapacity can only be invoked by the incapacitated person and/or their administrator.

• Prohibited Persons (Interdits):

  • Deprivation of all or certain rights due to judicial sanctions (e.g., criminal penalties, serious bankruptcy fault, certain infractions under Article 31 of the Criminal Code).

Marriage

Marriage is a civil and solemn act, with no religious aspect creating legal effects.

Conditions for Marriage

• Be capable (not incapacitated).

• Free and voluntary consent.

• Intention to create a lasting community of life.

• Prohibition of bigamy, consanguinity, etc.

Marriage Formalities

• Declaration of intent to the civil registrar.

• Marriage ceremony between the 14th day and the 6th month after declaration (waivers possible with Royal Prosecutor's authorization).

Effects of Marriage

a. Primary Matrimonial Regime (Rights and Obligations between Spouses)

• Reciprocal Duties:

  • Cohabitation.

  • Fidelity.

  • Support: Contributions to household expenses based on income.

  • Assistance: Physical and/or moral care.

• Reciprocal Rights:

  • Professional choice (unless contrary to family interests).

  • Own bank account.

  • Personal income (but primarily allocated to marriage expenses).

• Protection: The family home and household furniture are protected.

b. Secondary Matrimonial Regime

• Legal Community: Default regime, a community of acquired property reduced to specific assets.

• Marriage Contract: Allows spouses to choose an alternative regime (e.g., separation of property).

Legal Cohabitation

A declared cohabitation status between two individuals, without any implied emotional or familial connection.

Conditions for Legal Cohabitation

• Legal capacity and free will.

• Maximum of two individuals.

• Common domicile.

Formalities for Legal Cohabitation

• Written declaration to the civil registrar.

Effects of Legal Cohabitation

• Obligations: Mutual support.

• Protection: Family home and household furniture are protected.

• Secondary Matrimonial Regime: Separation of property is the default.

Divorce

Divorce proceedings are handled by the Family Tribunal, which first addresses urgent and provisional measures, then the divorce itself, and finally its liquidation. Divorce is enforceable upon registration in the civil status register.

Divorce by Mutual Consent (Divorce par Consentement Mutuel - DCM)

• Agreement on all aspects: divorce and its terms.

• Prior drafting of agreements.

• Filing of a divorce petition.

• Hearings (1 to 2 appearances max, 3 months after the first). Can be limited to 1 appearance if previous separation is proven.

• Personal appearance may be waived in favor of legal representation, unless the judge or prosecutor deems it necessary.

Divorce for Irretrievable Breakdown (Divorce pour Désunion Irrémédiable - DDI)

This occurs when it is reasonably impossible to continue or resume marital life. Proof can be established by any legal means.

• Requested by both parties:

  • Both must agree to divorce.

  • Official separation proven for over 6 months.

  • Two joint declarations at least 3 months apart.

• Requested by one party:

  • Official separation proven for at least 1 year.

  • Two declarations at least 6 months apart.

Effects of Divorce

• Termination of both primary and secondary matrimonial regimes.

• Liquidation of divorce by a notary.

• Spousal maintenance may be awarded between ex-spouses (max 1/3 of the payer's income for a maximum duration).

• The concept of fault may be considered.

Succession Law

Inheritance rights are subject to several conditions.

Conditions to Inherit

• Existence at the time of succession opening.

• Not being unworthy (automatically, unless the victim posthumously pardoned through a will). Civil sanctions can be requested by the Royal Prosecutor.

• Not being automatically excluded by profession.

Legal Heirs

Heirs are determined by:

• Order of succession: Descendants, then parents/siblings, then ascendants, then collateral relatives up to the 4th degree.

• Degrees of kinship.

Wills

a. Conditions for a Valid Will

• Sound mind.

• Legal capacity.

b. Forms of Wills

• Authentic (notarial).

• Holographic (handwritten).

• International.

IZIMI is a private, secure digital safe for personal documents, including wills.

c. Reserved Portion (Réserve)

Disinheritance is prohibited beyond a certain limit.

• A maximum of half of the estate can be freely disposed of; the other half is reserved for certain heirs.

Rights of the Surviving Spouse

The surviving spouse or legal cohabitant does not become an "heir" in the traditional sense, but typically has a right to usufruct.

• Usufruct (Usufruit) can be converted.

• The surviving spouse is protected concerning the family home.

• Wills can still be made, potentially reducing inheritance taxes.

  • If there is a significant age difference (min 20 years) between the surviving spouse and children from a previous marriage, a fictional aging process is applied for usufruct conversion purposes.

  • If divorce proceedings are ongoing, the marriage is still considered valid.

  • Parental authority deprivation over a child of the deceased spouse can impact succession rights.

Acceptance or Renunciation of Succession

• Pure and simple acceptance: The heir accepts the estate with all assets and liabilities.

• Acceptance under benefit of inventory: The heir accepts the estate only up to the value of the assets, protecting personal assets from the estate's debts.

• Renunciation: The heir rejects the succession.

For minor children, decisions regarding succession must be submitted to the Justice of the Peace with a restricted inventory.

Voluntary Generation Skip (Saut de génération volontaire)

• Heirs in the same order and degree can substitute.

• Parents must renounce their inheritance (a will can prevent this).

• This must be a total decision (all or nothing).

Business Law

Who is an Entrepreneur?

An entrepreneur is any physical or legal person, or organization without legal personality, pursuing a sustained economic objective, including associations.

Categories of Workers

• Civil Servant:

  • Works for the State, public interest.

  • Has a specific statute.

  • Governed by administrative law.

  • Competence of the Council of State.

• Employee:

  • Salaried, under contract.

  • Governed by social law.

  • Competence of the Labor Tribunal.

• Self-Employed / Independent:

  • Works for themselves, autonomously, under their own responsibility.

  • Lacks direct benefits like paid holidays, workers' compensation, or automatic sick pay.

Categories of Self-Employed Individuals

• Liberal Profession: Independent activity providing intellectual services based on specific qualifications and training, characterized by personal responsibility and professional independence, often requiring a university degree.

• Artisan: A physical person, legal person, or organization without legal personality involved in producing, transforming, repairing, or restoring objects, or providing services with essentially manual aspects, authentic character, and developing know-how focused on quality, tradition, creation, or innovation. This status is valid for 6 years.

Types of Entrepreneurial Structures

a. Physical Person (Sole Proprietorship)

• Advantages:

  • Quick to start.

  • Autonomy/sole management.

  • Simplified accounting.

• Disadvantages:

  • Liability extends to personal assets in case of debts (unless the family home is protected by an unseizability declaration).

  • Harder to obtain credit.

  • Less favorable taxation.

b. Legal Person (Company)

• Advantages:

  • Distinct legal personality, meaning separate debts.

  • Limited liability for directors (for SRLs, founders face full liability for the first 3 years).

  • Transferability of shares.

  • Favorable tax rates.

  • Easier to obtain credit.

• Disadvantages:

  • Higher creation costs and formalities.

  • More daily expenses (e.g., publication costs).

  • Cessation involves liquidation costs.

Impact of Matrimonial Regime on Businesses

c. Reminders

• Legal Community: Community of acquired property reduced to specific assets.

• Separation of Property.

d. Impact

The registry of the Business Tribunal is always informed of the civil status of founders and administrators. If nothing is registered, it implies the entrepreneur is under separation of property, which protects the spouse's assets from seizure.

Conditions to Be an Enterprise

a. From the Person's Perspective

• Capacity to exercise rights and obligations.

• Incapacities: Judicial prohibitions, professional incompatibilities, for foreigners, a residence permit + professional card.

b. From the Activity's Perspective

• Required professional skills + management competence (proof of management).

• Aggregations/special administrative authorizations.

Note: As of October 1, 2025, candidates for entrepreneurship in Wallonia will no longer need to prove basic management skills to start their independent activity. This reform aims to simplify access to business creation and encourage initiative.

Steps to Create a Company

• Choosing a Company Name:

  • Generally free, but must check availability with the Crossroads Bank for Enterprises or the Belgian Official Gazette.

• Opening a Bank Account:

  • Mandatory for traceability; references must appear on official documents (invoices, quotes).

• Choosing a Legal Form:

  • Various types exist, each with unique characteristics and advantages. Careful research is recommended to align with activity and objectives.

• Financial Plan:

  • A crucial provisional table detailing resources (personal funds, loans, state aid), necessary investments, and predicted costs. Essential for viability and attracting investors.

• Deed of Incorporation:

  • Mandatory steps performed by a notary, involving three stages:

    1. Registration of the deed.

    2. Deposit of the deed.

    3. Publication of the deed.

• Registration with the Crossroads Bank for Enterprises:

  • Mandatory to obtain a unique identification number, required for various formalities (e.g., VAT identification).

• Affiliation with a Social Security Fund:

  • Mandatory to pay social contributions and benefit from social services (retirement, family allowances, health insurance).

• UBO Register: All beneficial owners of a company (physical persons holding or controlling the entity) must be registered.

Types of Companies by Size

• Micro-enterprise:

  • < 10 employees, OR

  • Turnover < €700,000, OR

  • Balance sheet total < €350,000.

• Small enterprise:

  • < 50 employees, OR

  • Turnover < €9,000,000, OR

  • Balance sheet total < €4,500,000.

• Large enterprise:

  • > 50 employees, OR

  • Turnover > €9,000,000, OR

  • Balance sheet total > €4,500,000.

Company Management and Operations

a. General Assembly Minutes (Procès-verbal d'AG)

• At least once a year, as stated in the bylaws.

• For approving the balance sheet.

• For discharging administrators.

b. Extraordinary General Assembly (AGE)

For significant decisions outside regular annual meetings.

c. Registered Office (Siège social)

A change requires a change in the company's bylaws (statutes).

d. Profits

Two conditions must be met to distribute dividends from profits:

• Liquidity Test: Ensure the company can still pay its debts after distribution.

• Solvency Test: Verify that the asset value is not negative after distribution.

e. Business Aid

• No tax increase if no VAT collected during the first 3 years.

• Aid from Walloon Region, provinces, and the State.

• Training vouchers (Chèques-formations).

• Bank assistance.