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THE FILING OF THE ANNUAL ACCOUNTS OF COMPANIES IN BELGIUM

 

In Belgium, it is easy and free to obtain the basic information about a company: the Crossroads Bank of Enterprises. Enter the company number (= VAT) and you will have the details. In addition, links at the bottom of the page will lead you to the Belgian Official Gazette publications, the publications of the National Bank of Belgium annual accounts and the employer directory for this company!

About the annual accounts, the law requires that company accounts must be published annually in order that everybody can know the health status of all companies. Here are the different modalities of filing:

Who?

All Belgian companies must comply with this obligation. However, three categories of companies are exempt from this obligation:

  1. Tradesman carrying on business under the status of physical person;
  2. Small companies which have adopted the form of an unlimited liability company (general partnership, limited partnership, cooperative society with unlimited liability);
  3. Large companies in the form of an unlimited liability company (S.N.C., S.C.S. or S.C.R.I.) in which all partners with unlimited liability are physical persons.

What?

Four documents must be filed:

  1. The consolidated financial statements;
  2. The management report and the auditor’s report;
  3. Certain special reports to be prepared by the Management Authority;
  4. The social balance sheets.

When?

The deposit must take place at the earliest 30 days after their approval by the general meeting and at the latest 7 months after the end of the financial year.

This deposit must take place even if the company is inactive or in liquidation.

How?

The filing takes place in electronic format. However, paper filing can still take place in two situations:

  1. In the presence of a foreign company or European economic interest groupings;
  2. Companies whose turnover does not exceed 500.000 EUR HTVA.

This deposit must be made to the National Bank of Belgium and will be published in the Belgian Official Gazette.

 

Penalties for non-filing

Three penalties exist in case of delay or non-filing:

  1. A rate increase shall be payable according to the number of months of delay;
  2. A civil penalty due to the damage suffered by third parties;
  3. The judicial dissolution of the company.

A novelty is to be noted regarding this third sanction. Previously, the judicial dissolution was pronounced by the Commercial Court when the deposit of the accounts was lacking for three successive years. This sanction could only be requested at the initiative of any interested third party or the public prosecutor.

Since June 12, 2007, this sanction has been modified somewhat. From now on, the law no longer requires a declaration of non-filing for three consecutive years, the dissolution action can already be introduced after a single accounting year (it cannot be introduced until after the 7-month period following the closing date of the accounting period).

Moreover, this action for dissolution can now be brought by the commercial investigation chamber of a Belgian commercial court and not only on the initiative of an interested third party or the public prosecutor.

Another novelty: When the dissolution is requested on the initiative of an interested third party or the public prosecutor, the court automatically grants an adjudication period of at least three months. When the commercial inquiry chamber of a commercial court initiates an action for dissolution, this period of regularization is no longer compulsory and the dissolution may be directly pronounced by the court if the company has been struck off the Crossroads Bank of Enterprises  according to Article 182 of the new company code.

In conclusion, this obligation to file annual accounts is therefore an essential obligation in the context of commercial relations between companies and can have important consequences when this deposit is lacking, so be careful to always be on time!

You wish more details on what we can do for you? Please don’t hesitate to contact TCM.  Surf our website or contact us!

THE FILING OF THE ANNUAL ACCOUNTS OF COMPANIES IN BELGIUM

 

In Belgium, it is easy and free to obtain the basic information about a company: the Crossroads Bank of Enterprises. Enter the company number (= VAT) and you will have the details. In addition, links at the bottom of the page will lead you to the Belgian Official Gazette publications, the publications of the National Bank of Belgium annual accounts and the employer directory for this company!

About the annual accounts, the law requires that company accounts must be published annually in order that everybody can know the health status of all companies. Here are the different modalities of filing:

Who?

All Belgian companies must comply with this obligation. However, three categories of companies are exempt from this obligation:

  1. Tradesman carrying on business under the status of physical person;
  2. Small companies which have adopted the form of an unlimited liability company (general partnership, limited partnership, cooperative society with unlimited liability);
  3. Large companies in the form of an unlimited liability company (S.N.C., S.C.S. or S.C.R.I.) in which all partners with unlimited liability are physical persons.

What?

Four documents must be filed:

  1. The consolidated financial statements;
  2. The management report and the auditor’s report;
  3. Certain special reports to be prepared by the Management Authority;
  4. The social balance sheets.

When?

The deposit must take place at the earliest 30 days after their approval by the general meeting and at the latest 7 months after the end of the financial year.

This deposit must take place even if the company is inactive or in liquidation.

How?

The filing takes place in electronic format. However, paper filing can still take place in two situations:

  1. In the presence of a foreign company or European economic interest groupings;
  2. Companies whose turnover does not exceed 500.000 EUR HTVA.

This deposit must be made to the National Bank of Belgium and will be published in the Belgian Official Gazette.

 

Penalties for non-filing

Three penalties exist in case of delay or non-filing:

  1. A rate increase shall be payable according to the number of months of delay;
  2. A civil penalty due to the damage suffered by third parties;
  3. The judicial dissolution of the company.

A novelty is to be noted regarding this third sanction. Previously, the judicial dissolution was pronounced by the Commercial Court when the deposit of the accounts was lacking for three successive years. This sanction could only be requested at the initiative of any interested third party or the public prosecutor.

Since June 12, 2007, this sanction has been modified somewhat. From now on, the law no longer requires a declaration of non-filing for three consecutive years, the dissolution action can already be introduced after a single accounting year (it cannot be introduced until after the 7-month period following the closing date of the accounting period).

Moreover, this action for dissolution can now be brought by the commercial investigation chamber of a Belgian commercial court and not only on the initiative of an interested third party or the public prosecutor.

Another novelty: When the dissolution is requested on the initiative of an interested third party or the public prosecutor, the court automatically grants an adjudication period of at least three months. When the commercial inquiry chamber of a commercial court initiates an action for dissolution, this period of regularization is no longer compulsory and the dissolution may be directly pronounced by the court if the company has been struck off the Crossroads Bank of Enterprises  according to Article 182 of the new company code.

In conclusion, this obligation to file annual accounts is therefore an essential obligation in the context of commercial relations between companies and can have important consequences when this deposit is lacking, so be careful to always be on time!

You wish more details on what we can do for you? Please don’t hesitate to contact TCM.  Surf our website or contact us!

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