Belgium Branch Office
To open a branch in Belgium, we submit a set of documents to the Registry of the Commercial Court in the area of which the branch will be established.
It will be recorded on the register of corporate entities, section of the Banque-Carrefour des Entreprises, Belgian Crossroads Bank for Enterprises:
Certificate of incorporation and the Articles of Association of the foreign company;
The place where the register of the company can be viewed and its registration number in the register, along with a certificate from the registry establishing the existence of the company;
The decision to open the branch authorised to make such a decision in the foreign company. This shall include: the address of the branch, the activities of the branch, the name of the company and the name of the branch if different, the appointment and identity of the people authorised to bind the company with regard to third parties and to represent it in law;
The annual accounts are to be lodged with the Banque Nationale de Belgique.
For companies from Denmark, France, Italy and Ireland it is no longer necessary to have the official deeds legalised.
All other documents must always be legalised before they are lodged, and these documents must also be translated by a sworn translator if in a language other than French, Dutch or German.
Next steps to follow are:
Publication in the Belgian Official Gazette – Moniteur Belge
obtain VAT number
Registration in the Crossroads Bank for Enterprises, we would need a copy of the diploma of the legal representative in Belgium
Belgium Branch v Belgium Subsidiary
A Belgian branch is not a legal company separate from the foreign company, whereas a subsidiary is considered a separate company. A Branch is an extension of the parent company and does not have its own stock or board of directors.
In Belgium establishing a branch is a process which requires the translation of documents and the execution of formal duties which, in some cases can represent work more than those applying to incorporate a Belgian company.
A subsidiary in Belgium would have bylaws, articles of incorporation and must follow Belgium corporate requirements.
A subsidiary because they are separate legal entities, the parent company is not exposed to any liabilities of the Belgian subsidiary.