Belgium BVBA/SARL vs NV/SA

A Besloten Vennootschap (BV), previously known as Société Privée à Responsabilité Limitée (SPRL) in Belgium, offers limited liability protection and is suitable for small to medium-sized enterprises.

The minimum capital requirement for a BV was abolished with the new Belgian Companies and Associations Code (BCAC) that came into effect in 2019. Instead, the company must have sufficient equity to cover its operations. The incorporation process involves several key steps. First, the company's articles of association must be drafted, detailing the company's objectives, share structure, management, and other essential information. These articles must be signed by all shareholders and notarized. The company must then register with the Belgian Crossroads Bank for Enterprises (CBE).

Once registered, the company must obtain a VAT number from the Belgian tax authorities for tax purposes. The company must also register with local tax authorities and comply with any industry-specific regulations.

A BV in Belgium requires at least one director and one shareholder, who can be individuals or legal entities. There is no requirement for the director to be a resident of Belgium. The company must maintain accurate corporate records, including a register of shareholders and minutes of meetings. Annual financial statements must be prepared and filed with the relevant authorities.

Regular corporate maintenance, including holding annual meetings and keeping accurate records, is mandatory to ensure compliance with Belgian regulations.