Guide to Setting up a Company
Information on how to get your business off the ground...
If a resident or someone planning to move to Belgium decides to start up a business, they must complete a number of formalities before starting operations for each type of business.
Public business coordination centres (ondernemingsloketen/guichets d'enterprise) deal with most of the formalities for setting up a business – either a company or as self-employed. They are one-stop shops between businesses and the public services.
- For a full list of public business coordination centres see the Ministry of the Economy website (in French)
Through them, companies and starter self-employed persons register with the electronic Register of Companies (Kruispuntbank voor Ondernemingen/Banque-Carrefour des Entreprise - KBO/BCE). This is set up within the Federal Public Department for the Economy, Small and Medium-sized Enterprises, Self-employed and Energy (Economie, KMO, Middenstand en Energie/Economie, PME, Classes moyennes et énergie)
The main steps to setting up a business are:
- Opening an account with a financial institution (such as a bank)
- Obtaining a company number
- Registration for VAT
- Registering for social security
- Registering with a mutual health insurance fund
- Registering a trade name
To carry on a commercial business an account must be opened with a bank or other financial institution. This account must be separate from any private account and only used for operations related to the business. The name of the financial institution where the account has been opened and the account number must appear on all commercial documents (letters, invoices, order forms, etc). An account must be opened before any other administrative formalities are undertaken through the public business coordination centre.
To register the business and obtain a company number the person should apply to a public business coordination centre. The following information is required:
- Personal data of the founders
- first and last names
- place and date of birth
- nationality and a residence permit/identity card
- For those who are or have been married, all details on the marriage contract or certificate:
- spouse's first last names
- marriage date and, if applicable, date of divorce
- type of marital agreement
- Details of the commercial activities
- company name and logo
- commercial activity
- net surface area devoted to sales in the case of a retail business
- date on which trading will start
- Proof of basic knowledge of management
- A certified copy of the documents that entitle the person to conduct their business and a certification of professional capacity and relevant licences for certain professions
- Bank account number
- The registration fee
The public business coordination centre then issues the new business with a company number and documents summarising details of the business. This number will, in due course, replace the VAT and social security numbers. Full details on the name of the business, its structure, founders, legal documents and licences, and the type of activity are entered on the electronic Register of Companies.
All documents, such as invoices, relating to a commercial business must show the company number. The company number should also appear on all real estate for commercial use and on vehicles used for the business.
Any person may, by paying a fee, obtain information from the public business coordination centre about other registered businesses.
If the business is subject to VAT, the next step is to register with the local VAT inspectorate in the relevant district or with a public business coordination centre. Certain liberal professions that are exercised as private persons and traditional agricultural businesses are not subject to this obligation. If there is any doubt about the obligation to obtain a VAT number, the local VAT office can help. The addresses of local offices are given in the telephone directory under "SPF Finance".
For companies, two certified copies of the memorandum and articles of association and any documents amending the articles of association must be submitted.
Registration is free of charge. Once registered, the business must charge VAT on the price of goods and services sold to its customers and make quarterly tax returns and provide a list of customers registered for VAT numbers annually.
Businesses and self-employed persons are required to register with a social security fund within 90 days of starting to trade.
- For a full list of social security funds: Click here
Business or self-employed persons must also register with a mutual health insurance fund (ziekenkas/mutuelle) or with an ancillary health and disability insurance fund.
A business may be carried on under a trade name. There are no restrictions on the choice of name, provided its does not give rise to unfair competition. It is protected without the need for registration to be lodged or filed.
A specific brand name can be attributed to the products that are to be marketed. The brand names must be registered to ensure protection. To check whether an identical brand name exists apply to the Trade Marks Office (Merkenbureau/Bureau des marques) of the Federal Public Department for the Economy, Small and Medium-sized Businesses, Small Traders and Energy (in French).
Changes during the lifetime of a business
Special rules apply to any changes in the assets, ownerships of shares, changes in directors, changes to the articles of association or to the amount of capital for each type of company. It is advisable to get further details on these from a business, legal or tax adviser.