Chapter 2: The different types of Belgian company

Although there are many legal structures to choose from in Belgium, most new small or personal businesses start up as SPRLs (BVBAs in Dutch). Much more information on the various company structures is on the Belgian Ministry website in French or Dutch.

The structure you select depends on your personal situation, your level of ambition and the degree of risk (and therefore potential liability) to which you will be exposed. For a single operator, the two most common forms are to work as a freelancer (self-employed) or to set up an SPRL(U). (This is simply an SPRL structure with one shareholder).

Depending on your expected level of revenue, it is often more tax advantageous to establish an SPRL. In an SPRL you will pay corporate tax whereas as a freelancer you pay personal tax on your entire income. Personal tax rates, at up to 50%, are much higher than corporate tax. For more on tax issues, see chapter 4. For the vast majority of small businesses, an SPRL is the most common structure. There are other legal forms though that might be more appropriate to your needs, so do not discount them out of hand.

However, as any legal adviser can tell you, income is not the only factor to consider; depending on the level of risk associated with your business the need to limit your liability will also influence your decision. Whatever you do, you should seek legal advice before you make your final choice because a big part of that choice depends on your personal situation, the type of business you have in mind and your level of ambition.

If you are in a partnership there are many more choices available with respect to incorporation. You may want to establish a cooperative partnership or an unlimited liability joint venture. Some of these options have the advantage of being quicker and cheaper to set up than SPRL/BVBA and they might just suit your purpose.