7 guides on the topic “Shareholder”: legal obligations, concrete procedures, costs and deadlines.
A shareholder provides resources to a company in exchange for shares. That position brings rights, but also duties and risks. These guides serve founders, partners and investors in an SRL or SA.
Each share normally carries a vote at the general meeting. Every shareholder thus takes part in major decisions: annual accounts, changes to the articles or the appointment of directors. A shareholder also receives part of the profits paid out. Finally, you can put questions to the directors on agenda items.
Minority shareholders also enjoy protection. For instance, they can challenge a decision that amounts to abuse of majority. In an SRL, the law even provides exclusion and withdrawal procedures for serious disputes.
Your liability stays limited to your contribution, with rare exceptions. However, an SRL can only distribute profits after a double test of net assets and liquidity. Our SRL vs SA comparison details these differences between forms.
Several transactions change each shareholder's position. An issue of new shares, often called a capital increase, brings in funds and sometimes new partners. Existing shareholders then often hold a preferential right, which limits dilution. Conversely, the company may buy back its own shares under conditions. Before anyone joins, a clear valuation avoids misunderstandings over the price.
In an SRL, the law restricts share transfers to third parties by default. The articles or an agreement between partners often refine these rules. Each option changes the balance of power, so read the relevant guide before you sign.
A gross dividend never lands in full in the recipient's pocket. Withholding tax normally stands at 30%, with reduced rates under certain regimes. Our guide to dividend taxation compares these options. So factor that withholding tax into every income simulation. Moreover, an individual who invests in a young SME may obtain a tax reduction through the tax shelter for SMEs.
The articles do not settle everything. So a shareholders' agreement usefully completes them. It covers exits, pre-emption and the handling of deadlocks.
The UBO register matters too. Any individual shareholder above 25% of the shares or voting rights must appear in it. Official information on that register is available on the FPS Finance website.
10 March 2026
Choosing the right legal form shapes how much you invest, how you govern and what you risk. This guide compares the Belgian SRL and SA under the Companies Code, with practical criteria and common mistakes.
10 January 2026
A capital increase funds growth, brings in an investor or strengthens equity. Cash or in-kind contributions, SRL or SA: here is the procedure, what it costs and the traps to avoid in Belgium.
15 March 2026
A successful company sale starts with a choice between a share deal and an asset deal, then a defensible price. Here are the steps, due diligence, the purchase agreement and the tax points to check.
10 March 2026
Dividend withholding in Belgium starts at 30%. VVPRbis shares, the liquidation reserve and the dividends-received deduction can cut that bill sharply, provided you meet strict conditions.
24 March 2026
A shareholders' agreement covers what the articles of association leave out: a partner's exit, deadlock, valuation and competition. Here are the key clauses, the limits of Belgian law and the mistakes to avoid.
19 March 2026
A share buyback lets an SRL or SA purchase its own shares from its members, often to settle a partner's exit. Here are the legal conditions, the steps and the tax on the surplus.
