The share capital required when opening a company in Belgium will vary depending on the type of company, its size and the amount of investments the shareholders are willing to deposit. This initial capital can be submitted in cash or as a contribution in kind.
Private limited companies will require a smaller amount for the initial share capital as opposed to public limited companies. The corporation’s Articles of Association will also contain the manner in which the capital can be increased after the incorporation.
In order to
submit the initial capital required to
open a Belgian company, the investors will need to
open a bank account and deposit the mandatory amount. Our
company registration experts in Belgium can help you with banking issues as well as during the company set-up procedure.
Share capital management in Belgium
The Articles of Incorporation of a company will include information about the capital and the paid-up capital. The number and nominal value of the shares will also be described in this company document as well as the share transfer conditions.
For the private limited liability company, each share subscribed in cash must be at least one-fifth paid up. Shares that correspond to contributions in kind must be fully subscribed when the company is incorporated. For public limited liability companies, each share corresponding to a cash contribution must be at least one-quarter paid up. In order to be able to increase the capital of a public limited company in Belgium without a notarial deed, the Articles of Association must contain a special clause that will allow this action.
Types of companies in Belgium
The minimum share capital in Belgium is determined by the type of company the investors chooses to open. Public limited liability companies require a minimum share capital of 61.500 euros and at least 25% of the amount needs to be paid-up at the time of the incorporation. Private limited liability companies in Belgium will require a minimum share capital of 18.500 euros with at least 20% payable at the time of the incorporation.
For the public limited company the shares are nominative or dematerialized and the shareholder’s liability is limited to his contribution. For the more common private limited company, the shares must be nominative and liability is also subject to the value of the contribution. For this type of company, the minimum paid-up capital should be at least 12.400 EUR if there is only one partner and 6,200 in those cases when the company has more than one founder. Our agents can help you with detailed information about the minimum capital and the paid-up capital.
Non-vested capital is not recognized and there is no possibility to instate a quasi-capital system. The transfer of shares is subject to certain regulations, depending on the type of chosen company and the needed authorizations from the partners.
During the company formation process, the founders may draw up a special document containing a description of the contributions and their value. If this is the case, a report should be issued on these contributions by a chartered auditor.
