Frequently Asked Questions

Is there any protection for employees contracting residential leases?

Residential leases are governed by a set of specific rules designed to protect the tenants. These rules are especially stringent if the rented accommodation is the principal residence of the family. The protection includes:

  • A cap on rent increases, limited to a yearly indexation based on consumer prices;
  • Advance notice of termination; and

The possibility to have short-term leases (a few months, one year, or three years).

Must tenants provide a security deposit?

Generally, a landlord will require a deposit, which usually equals three to six months rent. It can be provided by a deposit in cash with a bank or by a bank guarantee. In the latter case, the bank will charge the tenant a small fee.

Must a lease be in writing?

Leases must be registered for tax purposes and therefore must be in writing, stipulating the duties and obligations of the respective parties. Leases can be drafted in French, Dutch, or German, depending on the location of the premises. The leases relating to premises located in Wallonia are in French.

What is a lease with an option to buy?

A company can negotiate with the landlord an option to purchase the building at some point during the term of the lease. Belgium does not impose restrictions on non-Belgian businesses or persons purchasing buildings or land.

What is a “3-6-9” lease?

One of the typical features of a so-called 3-6-9 commercial lease is that the lease is contracted for a nine-year period, but can, under certain conditions, be terminated by either party after any three-year period. A similar lease agreement is also often contracted in respect of premises that are not directly accessible by customers.

How are tenants protected under a commercial lease?

Belgian law gives special protection to tenants whose premises are directly accessible to their customers, such as retail operations. More importantly, the law provides for an almost automatic renewal of the lease up to three times for a total term of nine years (a so-called 3-6-9 lease). Further, tenants are allowed to sell their lease as part of the total sale of the business. While the purpose of the law is to protect retail commerce, it can also be made applicable, by mutual agreement of the parties, to other types of leases.

Who can assist in finding appropriate premises?

The Office for Foreign Investors in Wallonia in coordination with real estate advisors will prepare an overview of potential locations in the different areas of Wallonia according to the specifications of the potential investor. Real estate brokers can also be consulted.
Additionally, the local development authorities provide the possibility for start-up businesses to locate in “business centers,” providing secretarial and communication services at competitive prices. Business centers are actively promoted and encouraged as a tool to reduce costs for start-up companies. A significant consideration in choosing a location might be the availability of EU incentives in certain development zones in the country.

What should be considered when choosing real estate for a new business?

A new company developing activities can rent (lease), buy, or build premises. Most small and medium-sized businesses start by renting space according to their particular needs. One of the advantages of purchasing a building is that the acquisition price will be considered to be part of the “calculation base of the total investment” for purposes of obtaining investment incentives. On the other hand, buying premises will also have certain tax implications, such as the levy of a registration duty of 12.5% of the purchase price, which is, however, deductible for corporate income tax purposes.

Are there any disclosure requirements?

Each legal person or individual must report its stake in a Belgian company, listed fully or partially on any stock exchange of an EU country, to the Banking and Finance Commission and to the company concerned when such person’s stake crosses in either direction, a threshold expressed as a percentage of the voting rights in such company. The thresholds are set at a level of 5% of total number of outstanding voting rights issued by the listed company, beginning at 5% and ending at 100%. The reporting obligation covers stakes held indirectly by agents or “related” entities on behalf of the reporting person. A listed Belgian limited liability company may set in its articles of incorporation lower reporting threshold levels, but they may not be less than 3%. Likewise, a non-listed company may elect by a specific provision in its charter to make the reporting obligation applicable to acquisitions or sales of its voting stock. Depending on the circumstances, in the event of mergers, acquisitions, or other corporate concentrations, administrative or other notifications or approvals may be required.

Which types of joint ventures are permitted?

A joint venture may be legally structured in several ways, including a commercial agreement between parties without the creation of any separate corporate structure as well as the establishment of a legal entity, silent partnership, or a temporary commercial association. Construction businesses that participate in local bids often form a temporary commercial association.
There are other types of joint ventures available to companies wanting to form common legal interests such as the “European Economic Interest Grouping (EEIG),” where at least two members are from different EU member states, and the Belgian Economic Interest Grouping, where all the members can be Belgian. Such groupings are only allowed to develop the economic activities of their members and to improve or increase the results of these activities. In this respect, the groupings’ activities can only be ancillary to their members’ economic activities. The EEIG can be used as a vehicle for cooperation in a number of business areas such as advertising, research and development, lobbying, and law.

What are the rules regarding the acquisition of a publicly owned company?

The acquisition of shares and equity securities in Belgian publicly traded companies is subject to strict rules relating to public bids. Publicly traded companies are companies whose shares, warrants, or other equity securities are listed on the Belgian stock exchange or widely spread among the Belgian public. Public bids must be notified to the Banking and Finance Commission at least one month in advance. A draft prospectus of the transaction containing sufficient information to allow targeted security holders to make an informed decision must accompany the notification. The offer must last between 10 and 20 days and cover all equity securities of the target company. If control over a publicly traded company changes following the purchase of equity securities at a price higher than the market price, then the purchaser is obliged to launch a public bid for all the remaining equity securities of that company at the same price.

Which type of payment is allowable for an acquisition of a private company?

Payment for an acquisition can take the form of cash, shares, payment in kind, or any combination thereof. Payment in cash is by far the most common method. It is also common to provide for part of the purchase price to depend on the future results of the purchased company, especially when it is a family business and its management is maintained. Part of the purchase price is then paid in cash at the time of acquisition, and the remaining part is determined in accordance with a formula agreed upon by the parties based on the results of future years.
If the company’s own funds are insufficient to settle for the cash portion of the purchase price, the company will normally contract a loan. If the loan is secured, assets of the borrower or companies affiliated with the borrower, or additional guarantees from the borrower’s shareholders can be provided. The borrower can also offer the purchased shares as security.

How are acquisitions of private companies accomplished?

Sale and purchase of private companies constitute the majority of acquisition activity. Through private agreements 100% or less of the shares of a privately held company can be acquired. Traditionally, these private agreements were short and simple. More recently, as a result of an increasing number of foreign purchases, more detailed private agreements are commonly used. All agreements cover such areas as minimum warranties, a detailed description of the shares purchased, payment conditions, particulars regarding the personnel, and pension information.

What are the procedures for acquiring a Belgian company?

The form and procedures for acquiring a Belgian company vary from acquisition to acquisition, ranging from simple payment for shares to sophisticated marketing and negotiation techniques. For example, the “controlled auction method” is a procedure whereby the seller engages in simultaneous negotiations with several potential acquirers.

Is it necessary to publish the corporate annual reports?

Every business operating must file a summary of its financial accounts on a yearly basis. There are detailed rules and regulations regarding which kind of financial information must appear in these reports. For more detailed information, it is advisable to consult an accountant or attorney.

10 Steps to Establish a Company in Belgium

  1. Draft articles of incorporation and business plan
  2. Open a bank account
  3. Wire funds to the bank account
  4. Deliver certificate by the bank and/or report by the auditor
  5. Notarize deed of incorporation
  6. Register the deed of incorporation
  7. File for publication in Belgium’s Official Gazette
  8. Obtain a trade registration number
  9. Apply for a VAT identification number

Open for business!

Are there any government controls upon starting a business?

No prior government authorization or business permit is needed to start a business, with the exception of a few very specific industries such as the banking, insurance, pharmaceutical, and broadcasting industries. In the area of small retail and import and export, certain formalities must be observed such as obtaining a certificate of establishment from the Provincial Chamber.

Is it necessary to specify the purpose of the company with the Registry of Commerce?

All legal entities need to provide a narrow description of the type of business they will engage in. The registration at the Registry of Commerce will be refused if it is not specific enough. This is especially true for smaller businesses, such as retail, where in some cases the law requires that the managing director or managers have a specific diploma or certificates in order to manage such a company. As an example, a diploma in the field of optometry is required in order to open an optician’s office. The narrow description allows the Registry to check if the manager has the necessary education to conduct such a business.
Branches, which are not separate legal entities, are not required to provide a description of the type of business they will engage in.

What are the requirements regarding a business plan when establishing a subsidiary?

New legal entities must prepare a business plan covering the first two years of operation. The business plan must include a summary balance sheet that justifies the amount of capital made available by the shareholders in order to run the business. The business plan is not public but remains in the files of the notary who enacted the deed of incorporation.
If the business goes bankrupt within three years of the date of incorporation, the court at that time may decide to look at the business plan to check whether or not the founders can be found liable for failure to fund the company with enough start-up capital. Although this does not happen very often, in certain cases the founders can be held liable for the debts of the bankrupt company.
Branches are not required to draw up a business plan.

Is it necessary to check the availability of a corporate name?

It is not legally required to check whether the proposed corporate name is already in use prior to the incorporation of a subsidiary or establishment of a branch office. However, in the event that a corporate name is chosen which is identical, or confusingly similar, to the name of an existing company, the latter can obtain a court order prohibiting further use of the name and may be awarded compensation for damages.

How does a company obtain a VAT identification number?

The value-added tax (VAT) is a general sales-like tax. It is neither an import duty nor other levy. Generally speaking, almost every business is required to charge VAT to its customers and therefore must obtain its own VAT number. Among the types of companies that currently are not required to obtain a VAT number are law firms, insurance companies and non-profit associations. Upon receiving the company’s trade registration number, the company can file for a VAT identification number with the local VAT Administration office.

VAT does not constitute a cost element for business enterprises since the tax charged on suppliers’ invoices or paid on the occasion of imports or intracommunity transactions (within the EU) is offset against the tax payable on sales or services charged to customers or is refunded by the tax administration. In other words, in monthly settling this tax with the tax department, the tax paid may be offset against the tax collected.

While the VAT code is consistent throughout the EU, the VAT percentage may differ from country to country. The VAT percentage depends on the type of product sold or service rendered. For Belgium, the standard VAT rate is 21%, although under certain circumstances rates of 0%, 1%, 6%, or 12% apply. The VAT is deductible for corporate income tax purposes.

Types of business entities

Before you start up a business in Belgium, you have to choose a legal structure for your company. A branch is not a legal corporate entity independent from the foreign company, whereas a subsidiary is considered a Belgian company in its own right.

The main differences between a branch and a subsidiary in Belgium

Branch Subsidiary
Separate legal entity No Yes
Separate Stock No Yes
Separate Board of Directors No Yes
Shareholder’s meetings No Yes


Advantages of establishing a branch

  • No minimum assigned capital required;
  • No intervention of a Belgian notary public required for the opening;
  • No requirement regarding the establishment of a board of directors, the distribution of profits or the organization of shareholders’ meetings;
  • A number of tax advantages, including:
  • No dividend withholding tax on branch profits;
  • In most cases, losses made by the branch can be offset immediately against foreign profits of the head office;
  • Transfers of profits from the Belgian branch to its foreign head office can be made tax free.

Advantages of establishing a subsidiary

  • The parent company is not exposed to any liabilities of the subsidiary: the liability of the Belgian subsidiary is limited to its own assets.
  • From a marketing viewpoint, a subsidiary will be regarded as a Belgian/European company;
  • A number of tax advantages, including:
  • The ability to repatriate net profits with little or no dividend withholding tax;
  • Advantages given under the double tax treaties concluded by Belgium;
  • In most cases, qualification as a ‘parent company’ under the EU Parent-Subsidiary Directive.
  • Annual tax filing requirements are less stringent for subsidiaries than for branches. A branch’s annual filing will reveal financial information about the foreign entity that it may prefer to keep confidential.

Subsidiary types

There are two common types of companies:

  • public limited liability company;
  • private limited liability company;

In the two types of companies the partners’ liability is limited to their contribution to the company. If the appointed managers are holders of non-EEA passports, their legal situation in Belgium with respect to work permit or professional card must be sorted before they take up their new position.

Public limited liability company (NV)

Private limited liability company (BVBA)

Who they are Larger, international companies Smaller
Minimum capital 61,500 euroMin. 25% paid upon incorporation 18,550 euroAt least 20% paid in with a minimum of 6,200 euro
Shares Nominative or bearer Nominative
Management Minimum 3 directors (in case of only 2 shareholders, 2 directors will do) 1 or more managers

What is meant by the posting of workers as defined by labour law ?

 Posting means the situation of a worker who carries out work in Belgium and who:

  • either habitually works in the territory of one or more countries other than Belgium
  • or was recruited in a country other than Belgium

A German worker who is a computer expert is sent by his German undertaking to carry out analysis at a Belgian client of his employer for a period of five months.

A Luxemburg worker is recruited by a French temp agency to work in Belgium for three months.

N.B. In Belgium, temp agencies are subject to prior authorisation without wich a temp agency cannot lawfully engage in temping activities.


A French parent company sends one of its workers to Belgium to work there for the company’s Belgian branch for two years.

However, if a foreign undertaking recruits a worker in Belgium to work there, irrespective of his nationality, this is not a case of posting  as defined by labour law.


A Dutch company takes on a sales representative in Belgium to try to recruit customers in Belgium.

NB: not to be confused with the concept of posting in a social security context

Which formalities have to be fulfilled?

With regard to stay

In principle, any national of a country outside the European Economic Area must, regardless of the length of his period of employment in Belgium (even if of short duration), be in possession of a work permit in order to be allowed to work in Belgium.

This is always the case if the employer is an undertaking established in a country outside the European Economic Area.

The granting of a work permit to a worker presupposes that the employer has previously submitted an application for permission to employ workers to the competent authority (the Region). The granting to the employer of permission to employ workers automatically entails the granting of a work permit to the worker.

However, if the employer is not established in Belgium (which is always the case with regard to postings), permission to employ workers always has to be applied for by an authorised representative established in Belgium.

An undertaking posting workers that is established in a member state of the European Economic Area is exempt under certain conditions in respect of its workers who are nationals of a country outside the European Economic Area.

The relevant provision is Article 2(14) of the Royal Decree of 9 June 1999 implementing the Act of 30 April 1999 on the employment of foreign workers.

This provision reads as follows:

“Art. 2. The following are exempt from the obligation to obtain a work permit:

(14) workers, who are not nationals of a member state of the European Economic Area, who are employed by an undertaking established in a member state of the European Economic Area and who go to Belgium to perform services there, provided that:

  • these workers have a right of residence or a residence permit for more than three months in the member state of the European Economic Area where they reside;
  • these workers are lawfully employed in the member state where they reside and  the said residence permit is at least valid for the duration of the work to be carried out in Belgium;
  • these workers are in possession of a lawful contract of employment;
  • these workers have been in the uninterrupted employ of the undertaking for at least six months;
  • these workers hold a passport and a residence permit valid until the end of the period of service increased by a period of three months in order to ensure their return to their country of origin or residence.”

Moreover, for nationals of a number of countries which acceded to the European Union on 1 May 2004 (namely: Estonia, Latvia, Lithuania, Poland, Czech Republic, Slovakia, Hungary and Slovenia) and for nationals of countries which acceded to the European Union on 1 January 2007 (Romania and Bulgaria), provision is made for a transition period (until 1 May 2009 and 1 January 2012 respectively).

During the transitional period, nationals of these countries remain in principle subject to the obligation to obtain a work permit in order to be allowed to work in Belgium. However, nationals of the abovementioned new member states are exempt from the obligation to obtain a work permit if they are employed by an undertaking established in a member state of the European Economic Area and go to Belgium to perform services, providing that:

  • these workers are lawfully employed in the member state they reside;
  • permission to work is at least valid for the duration of the period of the service to be performed in Belgium.

The Regions are responsible for the grant and issue of employer permits and work permits. Accordingly, applications for these permits have to be submitted to the regional authorities via the regional offices of FOREM (in Wallonia), VDAB (in Flanders), Arbeitsamt (German Community) or directly to the Central Administration in the Brussels Region.

E-mail addresses (Regions):

Flemish Region:
Wage/salary Region:
German Community:

NB: Access to the territory and residence:

If the posted worker has the nationality of a country whose nationals are subject to the visa requirement, he must have obtained a visa before entering Belgium.

Every posted worker must report within eight days of arrival to the municipal administration of the place where he is staying in Belgium unless he is staying in a hotel.

LIMOSA notification and exemption from the obligation to maintain particular social records

LIMOSA notification

There is a general obligation to notify every form of employment in Belgium of foreign employed or self-employed persons to the Belgian authorities.

A foreign employer posting gainfully employed workers to Belgium, or his authorised representative, must notify the authorities via the website before the employment of the workers in Belgium. A receipt LIMOSA-1 is issued immediately. Particular information should be indicated in the notification about the worker and the employer (place of employment, duration of posting, work schedule, etc.).

However, some categories of persons are exempt from this LIMOSA notification because of the nature or short duration of the activities carried out in Belgium (e.g.: artists, international transport sector, diplomats, participation in a scientific congress, etc.).

Every posted employee must be able to produce this LIMOSA-1 to his Belgian client or principal. This must be done before the works starts.

If a posted person cannot produce the LIMOSA-1, the Belgian principal or client will have to report this to the Belgian government.

Exemption from the obligation to maintain particular social records

Terms and conditions of employment and staff register by means of a LIMOSA notification

Belgian law requires every employer, with a number of exceptions, to draw up terms and conditions of employment and maintain a staff register.

As the terms and conditions of employment  contain particular information (e.g. schedules of working hours applied in the undertaking, the method of wage and salary payment, etc.), it constitutes a basic document against which to verify whether certain fundamental rules of labour law are applied correctly (working time, rest time, etc.). It is also an important instrument for the employer to lay down a number of special obligations for their employees.

Through the staff register, an undertakings’ employees can be lawfully listed.

In case of posting of a worker to Belgium, an employer who has served a LIMOSA notification or who enjoys dispensation in this regard is exempt for a period of 12 months from the obligation to draw up terms and conditions of employment and maintain a staff register.

Under the same conditions, the employer is also exempted from the obligation to comply with the provisions regarding checks on part-time workers.

As regards remuneration : the individual account and the wage/salary statement by means of equivalent documents from the country of origin

Employers who post workers to Belgium are exempt from the obligation to draw up and keep up to date the individual account and the wage/salary statement for a period of 12 months provided that they keep equivalent foreign documents from the country of origin at the disposal of the inspection services.

At the end of the period of posting, these employers will for a period of two years have the obligation to send the equivalent foreign documents to the inspection services if they so request.

However, particular categories are exempted by law from the obligation to draw up and maintain the individual account and wage/salary statement without having to submit equivalent foreign documents (e.g.: artists, diplomats, etc.).

With regard to social security

Posting in a social security framework concerns temporary secondment to another country while remaining covered by the social security scheme of the country of origin. In accordance with European Regulation 883/2004 of 29 April 2004, from 1 May 2010, a worker may continue to be covered for a maximum period of 24 months by the social security of the country of origin during a period of posting to Belgium. To this end, the worker should hold an A1 form (which replaces the E101 form). The E102 form is repealed from 1 May 2010.

For more information, see: (French version) or (Dutch version)

With regard to Fiscal Law

For more information on this topic, please consult the Federal Tax Administrations website :

Liaison offices

Belgian liaison office

The Belgian liaison office is the first point of contact for a foreign employer who wishes to post workers to Belgium. The liaison office is responsible for providing information to employers and workers posted to Belgium about general questions regarding labour law, where appropriate referring them to the competent services.

The liaison office also has the task of ensuring cooperation among the various public services concerned (such as labour inspectorates)

Address of the Belgian liaison office:


In Dutch language:

Algemene Directie van de Individuele Arbeidsbetrekkingen
Ernest Blerotstraat 1
1070 Brussel
Telephone:  + 32 (0)2 233 48 22
Fax:  + 32 (0)2 233 48 21

In French language:

Direction générale des relations individuelles du travail
rue Ernest Blerot 1
1070 Bruxelles
Téléphone:  + 32 (0)2 233 48 22
Fax:  + 32 (0)2 233 48 21

Foreign liaison offices

In case of posting to a country other than Belgium, please contact the liaison office of that country:

What is meant by a posted worker as defined by labour law ?

The concept of worker

A worker means a gainfully employed person. These are persons who on the basis of an agreement perform work for a wage or salary under the authority of the undertaking which posts them elsewhere.

The concept of posted worker

A posted worker is someone who carries out work in Belgium and who:

  • either habitually works in the territory of one or more countries other than Belgium
  • or has been recruited in a country other than Belgium

The employment relationship between the foreign undertaking posting the worker elsewhere and the gainfully employed posted worker should already exist prior to the temporary posting to Belgium and should be retained throughout the period of posting.

N.B. the concept of posted worker and the legal obligations thereof can have a different meaning depending on the matters concerned (ex.: as regards social security)

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