Best New Business Formation Lawyers in Herstal

1. About New Business Formation Law in Herstal, Belgium

New business formation in Herstal, Belgium is governed by the Belgian Companies and Associations Code, commonly referred to as the Wetboek van Vennootschappen en Verenigingen (WVV). This framework standardizes how companies are created, governed, and dissolved across Belgium, including the Wallonia region where Herstal is located.

Key changes in recent years include the introduction of the BV form (Besloten Vennootschap) as a successor to the former BVBA, the removal of mandatory minimum capital for many corporate forms, and clearer rules on governance and shareholder rights. The process typically begins with choosing a legal form, drafting corporate documents, and registering with the national enterprise registry and tax authorities.

For residents of Herstal, much of the formation process involves interactions with federal and regional authorities, including the Banque Carrefour des Entreprises (BCE) and the crossroad registry, as well as local municipal bodies for certain licenses. The system is designed to be navigable online, but it remains essential to ensure documents align with the WVV and regional requirements.

Source: The WVV reforms and the Belgian enterprise registration system are described in official government guidance on starting a business in Belgium. economie.fgov.be

2. Why You May Need a Lawyer

Starting a business in Herstal involves complex legal choices that affect liability, governance, and ongoing compliance. A solicitor or legal counsel can help you avoid common traps and align your setup with Belgian law.

• Choosing the right form for asset protection and taxation. If you plan to hire employees and seek external investment, a BV may be preferable to a sole proprietorship, but the right choice depends on liability, capital strategy, and tax planning.
• Drafting articles of association and governance documents. The WVV requires precise statements about shares, board structure, and decision-making rules. Poorly drafted documents can create future disputes or governance gaps.
• Navigating notary requirements and capital rules. Some corporate forms require a notarial deed, while others have more flexible capital rules. A lawyer can confirm what is needed for your chosen form.
• Registering with BCE and VAT and handling early compliance. An attorney can guide you through the BCE/KBO registration and VAT registration processes to avoid delays or errors.
• Addressing local licensing and permits for specific activities in Wallonia. Certain businesses require municipal or regional permits, which a legal professional can help you obtain in a timely manner.
• Planning shareholding structures and minority protection. If you have multiple founders or investors, a lawyer can draft share transfer provisions and minority protection clauses to reduce later disputes.

3. Local Laws Overview

The following laws and regulatory concepts govern new business formation in Herstal and the broader Belgian context:

• Wetboek van Vennootschappen en Verenigingen (WVV) - the Companies and Associations Code implementing modern corporate forms such as BV and NV, with phased enforcement starting in 2019 and continuing into 2020 and beyond. This code refocuses governance, capital, and shareholder rights.
• Besloten Vennootschap (BV) under the WVV - the new private limited liability form introduced to replace the older BVBA, with no minimum capital requirement in many cases and greater flexibility in governance. This form is widely used by small and medium enterprises in Belgium since 2019.
• Banque Carrefour des Entreprises (BCE) / Banque-Carrefour des Entreprises (KBO) - the central enterprise registry that assigns a unique enterprise number and handles the official registration of companies for tax and administrative purposes. Your business identification relies on this system.

Notes on regional context: Wallonia often requires municipal authorizations or permits for certain activities, and businesses may need to coordinate with local authorities in Herstal for zoning, building, or environmental considerations. Always verify whether your activity triggers municipal licenses.

Source: Belgian federal guidance on the WVV and enterprise registration, and BCE-KBO registration practices - KBO-BCE and InfoEntreprises.

4. Frequently Asked Questions

What is the BV and how is it formed in Belgium?

The BV is a private limited liability company under the WVV. Formation typically requires a deed of incorporation and articles of association, often prepared with a solicitor and executed before a notary depending on capital and structure.

How do I start a business in Herstal from scratch?

The process begins with choosing a legal form, drafting governing documents, registering with BCE-KBO, obtaining a VAT number, and setting up social security contributions. An attorney can coordinate these steps efficiently.

Do I need a notary to form a BV in Belgium?

Not always. Smaller BV formations may be executed by a deed of incorporation; however, many cases still require a notary for formal execution, especially when capital is involved or when drafting complex governance provisions.

How much capital is required to form a BV in Belgium?

Most BV formations do not require a fixed minimum capital. The WVV requires that the capital be fully represented in the share structure, but there is no statutory minimum amount for many BV setups.

What is BCE-KBO and why is it important for my business?

BCE-KBO is the federal registry that assigns your enterprise number and enables official registration for taxation, social security, and regulatory compliance. Every new business must interact with BCE-KBO early in formation.

How long does it take to register a new business in Belgium?

Registration with BCE-KBO and VAT can take 1-3 weeks, depending on the completeness of documents and whether notarial steps are required. Some steps can occur concurrently to speed the process.

Do I need to hire a lawyer to start a business in Herstal?

You do not legally need a lawyer for every step, but a solicitor can reduce errors, draft precise articles of association, and coordinate notarial and registry filings. This is especially helpful for complex structures or investor arrangements.

What is the difference between BV and BVBA in practice?

BVBA is the former structure under older law; BV is the updated form under the WVV. BV generally offers more flexible governance and no mandatory minimum capital, making it suitable for many startups and small groups.

Can a sole trader convert to a BV easily in Belgium?

Yes, conversion is possible. A lawyer can assist with the transfer of assets, restructuring of liabilities, and updating articles of association to reflect the new corporate form.

Is there a period after which a new company must publish its formation?

Yes, most Belgian formations must publish key information in the Moniteur Belge or equivalent official channels as part of the registration process. This ensures transparency for stakeholders.

Should I consider regional licensing in Wallonia for my business?

Yes. Some activities require municipal or regional permits, even for newly formed businesses. A local solicitor can identify relevant permits and ensure timely applications.

5. Additional Resources

The following official resources provide guidance for New Business Formation and ongoing compliance in Belgium:

• SPF Economie / Info Entreprises - Federal guidance and tools for starting a business, including step by step registrations and forms. InfoEntreprises
• Banque Carrefour des Entreprises (BCE) / KBO - Central registry for Belgian enterprises, assigns enterprise numbers, and supports registration and reporting requirements. KBO-BCE
• Moniteur Belge (Official Journal) - Official publication for corporate acts, changes, and registrations. Check for notices related to company formation and governance. eJustice Belux

Source: Official Belgian portals for company formation and registration, including BCE-KBO and InfoEntreprises. SPF Economie

6. Next Steps

1. Define your business form and structure Decide between BV, sole proprietorship, or other forms based on liability, tax, and growth plans. Timeline: 1-2 weeks for decision plus initial drafting.
2. Consult a Belgian business lawyer Engage a solicitor in Herstal to draft articles of association and governance documents tailored to your plan. Timeline: 1-3 weeks depending on complexity.
3. Prepare incorporation documents Gather shareholders information, identify capital structure, and plan non cash contributions if any. Timeline: 1-2 weeks.
4. Confirm whether a notarial deed is needed for your formation and coordinate signing. Timeline: 1-4 weeks based on notary availability.
5. Register with BCE-KBO File the formation with the central registry and obtain your unique enterprise number. Timeline: 1-3 weeks after documents are complete.
6. Register for VAT and social security Complete VAT registration and set up social security contributions for the owners and employees. Timeline: 1-3 weeks after BCE-KBO registration.
7. Obtain necessary local licenses Identify and apply for any municipal or regional permits required for your business activity in Herstal. Timeline: variable, typically 4-12 weeks.