Incorporate a Besloten Vennootschap met Beperkte Aansprakelijkheid – BVBA

The Besloten Vennootschap met Beperkte Aansprakelijkheid (BVBA) is the most popular and suitable company for non-residents incorporating in Belgium. The BVBA closely resembles the Private Limited Company in that shareholders’ liability corresponds to their capital investment and the transfer of shares is limited.

After you have submitted the company name of your BVBA to us, approval can be obtained within several hours. You can carry out a free name check now using our Company Name check service. Certain words are prohibited such as names suggesting the patronage of any government or country. Using our online service the checking process takes less than 30 minutes, and a name may be reserved for 10 days.

Once the name is established we will deposit the initial capital on your behalf and obtain standard certification confirming that the amount is held in a blocked capital account. We then deposit a financial plan with the notary; the financial plan must contain a description and justification of the amount of the initial capital and must detail how the initial capital will cover the operations of the company for at least the first two years. We then publish notice in the Belgium Official Gazette, register the deed of Incorporation with the Register Office and file with the Local Commercial Court (Tribunal de Commerce/Rechtbank van Koophandel).

The registrar’s office will automatically register the company with the Register of Legal Persons and issue a unique identification (company) number. The VAT number can be requested directly from the local VAT Administration or can be handled by the centralised company docket. The company must register with the social insurance fund for self employed persons within three months of incorporation.

Formacompany has over 20 years experience forming companies in Belgium and across the world. Our staff will be available to offer advice and support throughout the entire incorporation process, from initially selecting a suitable company name to finally commencing taxable activities.

What you need to set up a Limited Company/ BVBA in Belgium

To start incorporating your offshore company in Belgium, we require the following:

  • Your Company Name
  • The full name, date of birth, address and nationality of all directors
  • The full name and address of all shareholders
  • The objects of the company, specifying the principal activity
  • The amount of capital and the number of shares subscribed to each member

Documents you are required to provide:

  • Proof of identity (passport, national identity card, photographic driving licence)
  • Proof of residential address (gas/electricity bill or credit/debit card bank statement dated within the last 3 months)
  • A business plan signed by a director with a degree or high school diploma. This should be approved by the notary before incorporation.
  • A financial plan, which should include information about how the initial investment/ share capital covers the needs of the company for the first two years.

Registered Office

  • All BVBAs must have a registered agent and a registered office. The registered office is where documents may be legally served on the company. The registered office must be a physical address in Belgium. We provide both an office and a suitable agent as part of our Standard Company Formation Package.

Share Capital requirements

  • The shares of a BVBA are in registered form and their transfer is limited.
  • A BVBA only needs one shareholder and this may be an individual or a corporation.
  • The minimum share capital is €18,550, two thirds of which must be paid up front on incorporation if there is one shareholder and a third each if there are two shareholders.

Ready Made Companies

  • We have shelf companies in Belgium currently available, with a standard Memorandum and Articles designed to permit most general activities; making it possible to commence business at very short notice. Our ready made companies are in good standing, are not the subject of any insolvency proceedings and have not entered into any contracts or engaged in any business activities.

What you receive after setting up your new business

  1. Minutes of the first inaugural meetings
  2. Copies of the Memorandum of Association and Articles of Association
  3. Original Certificate of Incorporation
  4. Share Certificates for each shareholder specified, plus two blank certificates

Important Information about Incorporating a Limited Company/ BVBA in Belgium

  • Registration of a company in Belgium requires the director to have a professional qualification
  • Shareholders may be of any nationality and may reside anywhere, the shareholder can be a person or a corporation and there is no upper limit to the number of shareholders.
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