JD Supra Belgium

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• Establishing a Business Entity in Belgium (Updated)

  Belgian company law - Belgian company law has been reformed and modernized in 2019 to enhance Belgium's competitiveness compared to other European countries. The Belgian Code for Companies and Associations (BCCA) simplifies and clarifies the applicable rules and introduces more flexibility for Belgian entrepreneurs, who can now incorporate a company structure without a minimum capital requirement (the BV or the CV).

• Establishing a Business Entity in Belgium (Updated)

  I. INTRODUCTION - (i) Our law firm - & DE BANDT is a law firm with a multidisciplinary approach and a focus on complex litigation. It addresses legal issues within the European economy that are driven by digital innovation, evolving business models, climate sustainability and other significant developments. & DE BANDT's specialization covers key legal areas such as EU law, competition law, regulatory compliance, public procurement, intellectual property, technology and data protection.

• Nonarbitrability and Mandatory Rules: Brothers, Not Twins

  Notwithstanding the lack of clear legislative intent, Belgian judges have unilaterally prohibited the arbitration of exclusive distribution disputes, unless a specific Belgian pro-distributor statute was applied or unless similar substantive foreign rules were applied. However, in 2023, the Court of Cassation finally reversed its jurisprudence. Yet, the syllogism underlying this longawaited reversal remains unsatisfactory. It mistakenly equates a conflict-of-laws issue concerning mandatory rules with questions of nonarbitrability under international arbitration law. Such an overly simplistic assimilation is inappropriate in many respects. It dilutes the tailored legal standard applicable to international arbitration into a lesser question of applicable rules. It unduly prevents a subject matter from entering ratione materiae into the arbitration field. Upon closer examination, it conflates two substantively different gateways to arbitration: the nonarbitrability doctrine (Article V(2)(a) of the New York Convention) and the public policy exception (Article V(2)(b) thereof). In so doing, it needlessly erodes confidence in the arbitral process, which is based on parties’ autonomy, and violates the principles of judicial noninterference in international arbitral proceedings and of competence-competence. In essence, regardless of the pro-arbitration outcome in the case at hand, this flawed syllogism violates the New York Convention’s straightforward language and pro-arbitration ethos by potentially generating unnecessary, unforeseeable, and improper exceptions to arbitration. Originally published in the Journal of International Arbitration - October 2024.

• Establishing a Business Entity in Belgium

  I. INTRODUCTION - (i) Our law firm - & DE BANDT is a law firm with a multidisciplinary approach and a focus on complex litigation. It addresses legal issues within the European economy that are driven by digital innovation, evolving business models, climate sustainability and other significant developments. & DE BANDT's specialization covers key legal areas such as EU law, competition law, regulatory compliance, public procurement, intellectual property, technology and data protection.

• New franchise law in Belgium – how should your template franchise agreement change?

  Belgium has recently implemented a new law which will have direct implications on B2B relationships, in order to address abuse of economic dependence, unfair contractual terms and unfair practices. The aim of the new legislation is to balance the position of the contracting parties, with direct application to franchise agreements.

• New insights of the Belgian Data Protection Authority on cybersecurity and the role of the DPO

  In a recent judgment of April 26, 2021, the Belgian Data Protection Authority (“DPA”) fined a financial institution (the “Company”) €100,000 for – amongst other things – failure to provide an adequate level of cybersecurity.

• The DPO and conflicts of interest: What (management) functions are compatible with the DPO?

  In a decision of April 28, 2020, the Belgian Data Protection Authority (DPA) imposed a fine of €50,000  in a case where a data protection officer (DPO) also performed an incompatible function.

• Focus falls on corporate vigilance and accountability in Belgium

  Lawmakers push for a framework for mandatory value chain due diligence. On 2 April 2021, a legislative proposal entitled “Proposition de loi instaurant un devoir de vigilance et un devoir de responsabilité à charge des entreprises tout au long de leurs chaînes de valeur” or “Wetsvoorstel houdende de instelling van een zorg- en verantwoordingsplicht voor de ondernemingen, over hun hele waardeketen heen” was introduced by members of various political parties before the Belgian Chamber of Representatives (the Belgian Vigilance Proposal). The Chamber of Representatives voted in favour of considering this legislative proposal on 22 April 2021, a few weeks ahead of the 10th anniversary of the unanimous endorsement by the United Nations Human Rights Council of the United Nations Guiding Principles on Business and Human Rights (UNGPs).

• COVID-19 - Tax cut for landlords who cancel rent of tenants forced out of business

  More than a year into the pandemic, some businesses still have to stay closed because of COVID-19 lockdown measures. Their source of income has dried up, but significant monthly costs, such as rent for business premises, continue to be incurred during the mandatory closure period.

• Dentons COVID-19 Retail Tracker - Belgium

  Status – Has any special status been introduced? This overview includes the COVID-19 federal measures implemented in Belgium. Please note that regions, provinces and municipalities can apply additional measures.

Featured documents

• Flemish Soil Clean-Up Rules Amendments Enter Into Force

  By virtue of the Statute dated 28 March 2014 (the Statute of 2014), the Flemish Government decided to amend the existing Soil Statute of 27 October 2006 (the Statute of 2006). The modifications were published in the Official Belgian Gazette on 4 September 2014 and most of them apply from 1 January...

• Countries at a Glance: Belgium - Employee Stock Purchase Plans

  EMPLOYEE STOCK PURCHASE PLANS - EMPLOYEE STOCK PURCHASE PLANS: EMPLOYMENT - Labor Concerns - To reduce the risk of potential claims from employees that they have entitlements under a Plan, employees should expressly agree that participation in the Plan is discretionary and that...

• Belgian Court Decision on Jurisdictional Immunity of International Organizations in Employment Disputes

  The Brussels Employment Tribunal upheld the immunity from jurisdiction of an international organization in a judgment dated 10 January 2018 (unpublished to date). This judgment differentiates itself from a certain trend in the Belgian case law which for some years has been adopting a fairly...

• European Parliament agrees on proposed EU measures to screen foreign direct investments

  On February 14, 2019, the European Parliament (EP) plenary session agreed to adopt an EU mechanism for screening foreign direct investments (FDI) in order to protect strategic sectors....

• Belgian Competition Authority adopts guidelines on exchanges of information in the context of trade associations

  On 1 October 2019, the Belgian Competition Authority (BCA) adopted a new set of guidelines relating to exchanges of information in the context of trade associations. Following the lack of clarity highlighted by some market participants, the main objective of these guidelines is to provide legal...

• Insolvency due to COVID-19

  The Belgian government has recently taken various measures to help companies in difficulties face the crisis created by the COVOD-19 outbreak and the subsequent lock-down measures taken by the National Security Council. As a result, companies experiencing financial difficulties can apply for (tax)...

• The Use of Insurance to Manage the Risk of Investment Screening

  The present note summarizes part of a broader study on investment screening insurance: Teoman Hagemeyer and Jens Hillebrand Pohl, “Managing the Risk of Self-Judging Security Exceptions Through Insurance: How Recent M&A Practice Copes with Investment Screening” (currently under peer-review)....

• Nonarbitrability and Mandatory Rules: Brothers, Not Twins

  Notwithstanding the lack of clear legislative intent, Belgian judges have unilaterally prohibited the arbitration of exclusive distribution disputes, unless a specific Belgian pro-distributor statute was applied or unless similar substantive foreign rules were applied. However, in 2023, the Court...

• The Brussels Regulation Recast: What you need to know

  The Brussels Regulation (Regulation (EC) 44/2001) has governed questions of jurisdiction and the recognition and enforcement of judgments in civil and commercial matters within the EU for over a decade. From 10 January 2015, it will be repealed and replaced by Regulation (EU) 1215/2012 (the “Recast ...

• New attractive real estate investment fund in Belgium

  Belgium recently introduced the regulatory framework for an attractive new real estate investment vehicle, the specialized real estate investment fund (gespecialiseerd vastgoedbeleggingsfonds (GVBF) / fonds d’investissement immobilier spécialisé (FIIS)) (SREIF)....