CRB

Corporate changes - Belgium

Company Changes and Restructuring in Belgium

Coordinate any change to your Belgian company, from a director swap to a merger, on one published cost table.

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  • Most director changes need no notary
  • EUR 171.70 excl. VAT covers almost every change at the Moniteur belge
  • Articles still say "BVBA"? Directors carry personal liability for not aligning them by 1 January 2024
  • A BV/SRL share transfer needs no notary at all
Belgium only A Brussels street in front of the Palais de Justice, in the city where a Belgian company's changes are filed and published.

What We Coordinate, and For Whom

Every Belgian company changes over time: a director joins or leaves, the registered office moves, the articles need a new name or object, shares change hands, or two companies merge. We coordinate the decision, the notary where the change needs one, the filing at the enterprise court registry, and the two clocks that follow: the KBO/BCE and the UBO register.

If your company does not exist yet, start with company registration belgium for the full route to incorporation. This page is for a company that is already registered and needs something changed: who runs it, where its seat is, what its articles say, who owns its shares, or its legal form.

What's Included in Our Company-Change Service

Eight kinds of change, each with its own answer to the notary question.

  • Director Changes

    Appointing, removing or accepting the resignation of a director, including designating a permanent representative when the director is a legal person. We draft the general-meeting minutes and the filing extract.

  • Registered-Office Changes

    Working out whether a seat move needs a notary: same Region and address not in the articles is administrative; address in the articles, another Region, or a language change is not.

  • Amendments That Always Need a Notary

    Company name, corporate object, financial year and representation-clause changes each amend the articles and require an authentic notarial deed, filed and published within 30 days.

  • Share Transfers in a BV/SRL

    Checking the Art. 5:63 CSA approval lock-up, drafting the private transfer agreement, and entering the declaration of transfer in the share register.

  • Capital Changes

    A BV capital increase or extra contributions, a distribution under the net-asset and liquidity tests, or an NV capital reduction with its two-month creditor-opposition window.

  • Mergers, Demergers and Legal-Form Changes

    The decision points, the statutory timetable and the notarial deed each of these requires on pain of nullity, from a 90-percent simplified merger to a full transformation.

  • Resolving the "BVBA to BV" Question

    Confirming there is no conversion left to do, and, where the articles were never aligned with the CSA by 1 January 2024, coordinating that alignment at your next amendment.

  • Closing the Loop

    Updating the KBO/BCE within one month and the UBO register within 30 days, and re-papering your bank's signature mandates once the change is filed.

What we do not do: act as your notary, invent a filing-to-publication timeline the Moniteur belge does not publish, or advise on the Art. 171 CIR 92 tax rate for a share sale. Those sit with your notary and your tax adviser.

Who Needs This, and When

  • A Director Is Joining, Leaving or Being Replaced

    Appointment, resignation or removal, including when the incoming or outgoing director is itself a company that must name a permanent representative.

  • The Registered Office Needs to Move

    A new address, a move to another Region, or a language change in the articles, each triggering a different filing route.

  • Shares, Capital or the Legal Form Are Changing

    A share transfer, a capital increase or reduction, a merger, a demerger, or converting the company into a different legal form.

  • Your Articles Still Say "BVBA"

    An unremediated exposure, not a formality: directors are personally and jointly liable for the damage caused by not aligning the articles by 1 January 2024.

None of these reasons for a change is a reason to close the company. If you are actually winding it down, the process and the state cost are different: see closing a Belgian company in one deed. If you have not incorporated yet, buying a ready-made Belgian BV instead of forming a new one already carries a share register and a filed history. And where the change that matters is where the company is domiciled rather than what it does, see company domiciliation brussels.

A dark wax seal stamp resting beside a pressed seal on handmade paper. No text, no country markings.

How a Company Change Is Filed

The eight steps of filing a company change in Belgium Check the articles, convene the decision, hold the meeting, designate a permanent representative if needed, prepare the filing extract, file at the enterprise court registry within 30 days of the decision, pay the EUR 171.70 fee and publish, then update the KBO within one month and the UBO register within 30 days. 30 days to file Art. 2:8 CSA KBO 1 month, UBO 30 days after the decision 1 Check the articles same day 2 Convene the decision one day or notice period 3 Hold the meeting, record the minutes 4 Permanent representative only if a company 5 Prepare the filing extract one day 6 File at the registry 7 Pay the fee and publish EUR 171.70 excl. VAT 8 Update KBO and UBO
The eight steps of filing a company change in Belgium, from checking the articles to updating the KBO and UBO register.
  1. Check the articles. Confirm whether the outgoing or incoming director, the registered address or a representation clause is named there, and whether a second change happens in the same deed. Same day.
  2. Convene the decision. Call the general meeting with the appointment and removal stated in the agenda, or decide in writing where the articles and the CSA allow it. One day, or the statutory notice period.
  3. Hold the meeting and record the minutes. Appoint and remove, and record the extent of the director's powers and whether they are exercised separately, jointly or as a college, because that is what gets published.
  4. Designate a permanent representative, if needed. Where the incoming or outgoing director is itself a company, name the natural person who represents it in the same decision (Art. 2:55 CSA). Same day.
  5. Prepare the filing extract. Names and domicile for a natural person, or name, legal form, enterprise number and seat for a legal person. One day.
  6. File at the enterprise court registry. On paper, or through a notary using e-depot; e-greffe does not accept amending deeds. Within 30 days of the decision (Art. 2:8 CSA), typically within days.
  7. Pay the fee and publish. EUR 171.70 excluding VAT covers almost every change at the Moniteur belge. The change becomes enforceable against third parties on publication, subject to the sixteenth-day rule of Art. 2:18 CSA.
  8. Update the KBO and the UBO register. The KBO/BCE within one month, free through My Enterprise; the UBO register within 30 days if the change affects control. Re-paper the bank's signature mandates.

Changing the Company, or Closing It Down?

Not every change is a change. If you are winding the company down rather than modifying it, the process and the state cost are different.

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Documents You Will Need, and What the State Charges

Before we file anything, your company produces these documents; what follows is what Belgium itself charges.

  • A valid passport or identity document for every new director
  • A power of attorney if you will not sign in person
  • For a corporate director or shareholder, a recent extract proving existence and signing authority
  • Proof of the new address, where the registered seat moves
  • The existing share register: the operative document for any transfer
  • Last approved annual accounts, for a merger, demerger or transformation
  • Auditor access to the books, where the reports are not waived
  • The consolidated articles of association, as they currently stand
A document case and loose papers laid out on a wooden table, the kind of file a Belgian company change is prepared from.
Does moving your registered office need a notary? The Art. 2:4 CSA decision tree. Three questions: is the address named in the articles, does the move cross into another Region, and does it change the language of the articles. Three answers of no mean an administrative-body decision and no notary. Any one yes means a notarial deed amending the articles. Is the address named in the articles? Does the move cross into another Region? Does it change the language of the articles? three times no any one yes No notary Administrative-body decision, filed and published Notarial deed It amends the articles, authentic deed required
Whether moving your registered office needs a notary depends on three questions the articles already answer.
What each kind of company change costs the Belgian state, and whether it needs a notary. Our own service fee never appears here.
Change Notary needed? Published in the Moniteur belge? State cost
Appoint, remove or replace a director not named in the articles No Yes EUR 171.70 excl. VAT
Director resigns No, simple notification Yes, the director may self-file EUR 171.70 excl. VAT
Remove a director named in the articles Yes, it amends the articles Yes EUR 171.70 excl. VAT plus notary
Move the seat within the same Region, address not in the articles No Yes EUR 171.70 excl. VAT
Move the seat: address in the articles, or to another Region Yes Yes EUR 171.70 excl. VAT plus notary
Change the company name Yes Yes EUR 171.70 excl. VAT plus notary
Transfer shares in a BV/SRL No, private deed plus the share register No, not among the Art. 2:8 filings EUR 0 at the registry
Merger, demerger or change of legal form Yes, authentic deed on pain of nullity Yes EUR 171.70 excl. VAT per filing plus notary
Address change ordered by the municipality No Yes, but free EUR 0
BVBA to BV No procedure exists No EUR 0, only a later, separate amendment costs anything

The EUR 171.70 figure is EUR 207.76 including 21 percent VAT throughout, and one deed carrying several changes at once still pays it once. Two figures are deliberately left out. The KBO/BCE modification fee is not published: the official page prices only the EUR 111.50 registration, and a change may be free through My Enterprise. And the notary's own fee is separate: the only fixed notarial tariff traced in this research, EUR 217 plus EUR 298, is for a BV/SRL incorporation and does not apply to an amendment.

Selling shares also starts a tax clock worth knowing about: the capital gains scale introduced by the Law of 6 April 2026 exempts the first EUR 1,000,000 of a substantial shareholding and taxes the rest at 1.25 to 5 percent by tranche, for sales from 1 January 2026. A sale to a non-EEA legal person falls into a separate band whose rate is not published, and we do not state one.

Problems We Solve

  • Does Changing a Director Need a Notary?

    Usually not, only if the director is named in the articles or the same deed amends them. Otherwise it is an ordinary general-meeting decision (Art. 5:70 CSA).

  • What Does It Cost the State?

    EUR 171.70 excluding VAT, EUR 207.76 including VAT, for almost every change: the Moniteur belge treats every resignation and appointment as an amending deed, on paper or electronically.

  • My Articles Still Say BVBA. Am I Exposed?

    Yes, personally and jointly with co-directors: the designation changed in 2020, but alignment was due by 1 January 2024, and directors bear the liability for missing it.

  • When Does a Change Actually Bind Third Parties?

    On filing, or on publication where prescribed (Art. 2:18 CSA). A third party unaware of it is not bound for fifteen days after publication.

  • Do I Need a Notary to Sell Shares?

    No. A private agreement plus the share register entry is enough, though the Art. 5:63 approval lock-up applies by default and the UBO register needs updating.

Why Work With Us

Maarten De Wilde, our formation and corporate structuring lead, works in Dutch, English and French from Brussels, and coordinates director, seat and capital changes alongside notaries and the enterprise court registries across all three Regions, from a single director swap to a full merger or transformation.

Prepared by Maarten De Wilde, Formation and corporate structuring lead. Reviewed by Aurelie Lambert, Tax, licensing and compliance lead. Updated 25 September 2026.

Related Services

Frequently Asked Questions

Does changing a director in Belgium require a notary?

No, unless the director is named in the articles or the same deed amends them. A general meeting can appoint, remove or accept the resignation of a director by ordinary decision, then file the extract at the enterprise court registry (Arts. 5:70 §2, §3, 2:5 §4 CSA).

What does it cost the state to change a director?

EUR 171.70 excluding VAT, EUR 207.76 including 21 percent VAT, because the Moniteur belge treats every resignation and appointment as an amending deed, the same fee whether you file on paper or electronically. One deed carrying several changes at once still pays the fee only once.

How do I remove myself as a director of a Belgian company?

By simple notification to the administrative body (Art. 5:70 §4 CSA). The company may ask you to stay until a replacement can reasonably be found, but you may file and publish the end of your own mandate yourself, which is what starts the sixteenth-day protection running.

What is the process of changing a director of a Belgian company?

Check the articles, convene the general meeting or take a written decision, record the minutes with the extent of the director's powers, prepare the filing extract, file at the enterprise court registry within 30 days, publish, then update the KBO within one month and the UBO register within 30 days.

Can I change my company's registered address without a notary?

Yes, if the articles name only the Region and not the address, the move stays inside that Region, and it does not change the language of the articles (Art. 2:4 CSA). Any one of those three conditions failing turns the move into a notarial amendment instead.

My street was renumbered. Do I have to pay to publish that?

No. A change ordered by a local public authority, a new street name or number, is published for free on paper with the municipal attestation attached (Art. 2:4 al. 5 CSA). The amendment of the articles that would otherwise follow is deferred to the next one you make.

Do I need a notary to sell shares in a BV/SRL?

No. A share transfer is governed by ordinary contract law: a private agreement plus a declaration of transfer entered in the share register kept at the seat, dated and signed by both parties (Art. 5:61 CSA). Nothing is filed and nothing is published in the Moniteur belge.

Do the other shareholders have to approve a share transfer?

Yes, by default. Unless the articles say otherwise, a transfer needs the written approval of at least half the shareholders holding at least three quarters of the shares, after deducting the shares being transferred, with exceptions for a spouse, a legal cohabitant and direct-line relatives (Art. 5:63 CSA).

How much does it cost to change a company name in Belgium?

The same EUR 171.70 publication fee as any other amending deed, plus the notary's own fee, because changing the name amends the articles and requires an authentic deed (Arts. 2:3, 2:5 §4 CSA). The notarial fee itself is not a published tariff for this kind of change.

When does a change actually take effect against third parties?

On the day of filing, or on publication where publication is prescribed, whichever the rule requires (Art. 2:18 CSA). For the first fifteen days after publication, a third party who proves they could not have known of the change is still not bound by it.

How do I change my BVBA into a BV?

You do not: there is no conversion procedure. The designation changed automatically, by operation of law, on 1 January 2020 (Art. 42, Law of 23 March 2019 introducing the CSA), and the paid-up capital converted into a statutorily unavailable equity account without any separate formality.

My Belgian company's articles still say BVBA. Is that a problem?

Yes. The designation changed in 2020, but the articles had to be brought into line with the CSA by 1 January 2024 at the latest, and directors are personally and jointly liable for damage caused by not doing it (Art. 39 §1 in fine, Law of 23 March 2019).

What are the new rules in Belgium for 2026?

For this page, two: the Moniteur belge tariffs that apply to filings from 1 March 2026, including the EUR 171.70 amending-deed fee, and the new capital gains scale on a share sale that applies from 1 January 2026 under the Law of 6 April 2026.

Can a company be a director of a Belgian company?

Yes, but it must designate a natural person as its permanent representative, who carries the same civil and criminal liability jointly as if he held the mandate himself, and who is published on the same terms as the corporate director (Art. 2:55 CSA).

Can a company in liquidation change its name or move its seat?

No to the name: Art. 2:77 CSA bars a company in liquidation from changing its designation. A seat move is possible but only after homologation by the court of the seat, on the liquidator's application, with the decision attached to the filing (Art. 2:78 CSA).

Ready to Request Your Company Change Plan?

One plan: which changes need a notary, what the state charges, and the filing deadline that applies.

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