Company Formation in Belgium (SRL, SA)

Forming a Company in Belgium

Belgium offers a stable legal environment and privileged access to the European market of 450 million consumers. Since the 2019 Companies and Associations Code (CSA) reform, business formation has been significantly simplified.

For a step-by-step walkthrough — financial plan, detailed costs, SRL/SA comparison — see our practical guide Setting up an SRL in Belgium.

Belgian Legal Forms

SRL - Limited Liability Company

The SRL is the most popular form for Belgian SMEs. Since 2019, it no longer requires a legal minimum capital - €1 is enough for a notary to pass the deed, but it is not a safe harbour. The mandatory financial plan must demonstrate that starting equity is sufficient for the intended activity (Article 5:3 CSA). If the company fails within 3 years, the notary transmits this plan to the court on request: it is the primary evidence in a founder-liability action (Article 5:16 CSA), not a shield. Article 5:4 §2 7° CSA also requires naming the external expert who assisted in drawing it up.

• Capital: No legal minimum (sufficient equity required)
• Shareholders: 1 or more (individuals or legal entities)
• Liability: Limited to contribution
• Management: One or more managers

SA - Public Limited Company

The SA suits larger companies and projects requiring significant fundraising. It allows share issuance and stock exchange listing.

• Capital: Minimum €61,500, fully paid up at incorporation (Art. 7:11 CSA)
• Shareholders: 1 or more
• Governance: Board of directors or sole director
• Shares: Freely transferable (unless restricted by articles)

Corporate Taxation

Belgian corporate tax rate is 25%. SMEs benefit from a reduced rate of 20% on the first €100,000 of profits, subject to conditions (including a director's remuneration of at least €50,000, with benefits in kind capped at 20% of it).

For holdings, the DBI regime (Definitively Taxed Income) allows 100% exemption on dividends received from subsidiaries (subject to participation conditions). The full picture (VAT, regional duties, 2026 changes) is in our guide Corporate taxation in Belgium.