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The Belgian Supreme Court handed down a judgment concerning the powers of a director between the expiry of his or her mandate and the next shareholders’ meeting.

In doing so, the Supreme Court rejected the argument put forward by the defendants that it had equated the requirement for criminal intent with a mere violation of the fiduciary duties of the directors.

As previously communicated in our newsflash of 21 March 2019, the new Belgian Code on Companies and Associations (BCCA) entered into force on 1 May 2019.

On 5 September 2013, the Belgian Supreme Court (Hof van Cassatie/Cour de Cassation) confirmed that directors of a limited liability company (naamloze vennootschap/société anonyme) are personally and fully liable for all corporate withholding taxes that remain unpaid by that company.

In many articles where experts present their country and services through various topics in their comfort zone, one often finds that it is about tax benefits, social benefits, subsidies and so on, and always for prosperous companies ...

A director must do everything in his or her power to govern the company, which is no small feat.

As discussed in our first article, all auxiliaries will be exposed to a greater risk of claims from co-contractors of their own contracting party as of the entry into force of Book 6 of the Belgian Civil Code.

On 4 May 2017, the federal Parliament adopted a new law which introduces extensive changes to the procedure of judicial liquidation of companies.

On 20 December 2010, the Belgian Government ratified the new Act on the exercise of shareholders’ rights in listed companies (the Act), which provides for the transposition of Directive 2007/36/EG.

Two new laws have made the dissolution and liquidation of companies easier because the liquidation procedure itself is now simplified.

Since the outbreak of the COVID-19 pandemic, the provisions of the Companies and Associations Code on the functioning of corporate bodies have proved to be too restrictive, particularly with regard to the remote organisation of ...

The Royal Decree of 14 August 2018, which will enter into force on 31 October 2018, defines the regulatory framework for the new central register of beneficial ownership.

Wie in Brussel of Gent statuten of de samenstelling van raden van bestuur wil wijzigen kan op aanzienlijk oponthoud stuiten.

The Situation: Tort liability rules for directors in Belgium changed significantly following the recent publication of a new Book 6 of the Civil Code. The new rules will enter into force on January 1, 2025.

On 14 September 2011 the law in order to ensure the presence of women in the board of directors of the autonomous public enterprises, listed companies and the National Lottery was published in the Belgian Official Gazette.

The Belgian FSMA issued a warning on February 1, 2023, regarding dilutive instruments, such as certain types of convertible bonds and equity lines. In France, similarly, the financial regulator...

The Belgian Act of Dec. 20, 2010, regarding the exercise of certain shareholders’ rights in listed companies (wet betreffende de uitoefening van bepaalde rechten van aandeelhouders in beursgenoteerde vennootschappen / Loi concernant l’exercice de certains droits des actionnaires de sociétés cotées ) was published in the Belgian Official Gazette on April 18, 2011 (the Act).

Is it required that the directors or the shareholders of a corporation need to be physically present at its registered office in order to validly deliberate?