April 2019 - An important update of the UBO Register FAQ document has been published by the Federal Public Service Finance on 2 April 2019. It provides a number of clarifications on the scope of the regulations, notably with respect to the notion of senior managing official, the situation in case of a usufruct / bare ownership, co-ownership, shareholders' agreements… It also confirms that UBOs will have the right to know who consults their data. The updated FAQ document is available here: http://bit.ly/QandA-ubo 

For any question, please contact Sandrine Hirsch or Nikita Tissot.

 

4 April 2019 - Today has been published the Law of 23 March 2019 introducing the Code of companies and associations and amending certain other regulations (notably the Law on takeover bids). The final text is now available here

For any assistance, please contact Sandrine Hirsch or Nikita Tissot.

 

 

1) Introduction

The Belgian anti-money laundering regulations (the Law of 18 September 2017 and the Royal Decree of 30 July 2018) require all companies, non-profit-making organisation and foundations, as well as trusts, fiduciaries and other similar legal entities managed from Belgium, which are the responsible “information providers”, to obtain and hold adequate, accurate and up to date information on their “beneficial owners” (UBO) and to transmit it to the UBO Register, managed by the General Administration of the Treasury.

It’s official: the new Belgian Code of companies and associations has been approved yesterday in its final version by the Belgian Parliament. It will be published in the official gazette in the coming weeks and will gradually come into force as from May 1st, 2019.

Introduction

In the world of Payments and FinTech, PSD2 has been a hot topic for several years now. Last year was already a crucial year with the transposition deadline of this directive scheduled for 13 January 2018. This transposition gave rise to significant (and by now very well-known) changes such as the introduction of regulation on Account Information Services Providers (AISPs) and Payment Initiation Services Provers (PISPs), commonly referred to as Third Party Payment Service Providers (TPPs)[1].

The most important promise of PSD2, i.e. the instalment of an actual ‘open banking’ payment culture in Europe, was, however, not yet realised by this 2018 implementation.

Een aantal amendementen op het wetsontwerp werden ingediend tijdens de plenaire vergadering van de Kamer op 18 december 2018. Een nieuw advies van de Raad van State wordt binnenkort verwacht.

Hier vindt u een overzicht van de voornaamste wijzigingen door Paul Alain Foriers, een van de vier deskundigen benoemd door het Ministerie van Justitie:
pdfLa réforme du Code des sociétés - Quelques questions importantes (alleen beschikbaar in het Frans).

Voor meer informatie over de hervorming, aarzel niet om contact op te nemen met Paul Alain ForiersSandrine Hirschof Nikita Tissot.

 

On 19 December 2018, the Council of the EU and the Parliament reached an agreement on the proposal for a directive on “preventive restructuring frameworks, second chance and measures to increase the efficiency of restructuring, insolvency and discharge procedures”. The main objective of the directive is to enhance the rescue culture across EU. To do so, each Member State will be required to introduce into its substantive law effective preventive restructuring frameworks in order to help debtors experiencing financial difficulties to restructure at an early stage, with the objective to avoid insolvency and to improve the return for the creditors. 

Since the late 1990s, the Belgian legislator has been referring to the notion of ‘durable medium’ in order to indicate a bearer of information. The concept of ‘durable medium’ originally stems from European consumer law[1]. However, various definitions as well as different use cases, often in combination with a link to paper,  could be found spread across a variety of Belgian laws.

The Law of 20 September 2018[2], harmonising the concept of durable medium, should end this double shortage of legal coherence, with regard to the definition of a durable medium on the one hand and regarding its coexistence with paper on the other.

It happens that traders, operating in one EU Member State, block or limit access to their websites and applications by customers from other member states who would like to engage in cross-border transactions (a practice called ‘geo-blocking’). This, together with the practice of traders applying different general conditions of access to their goods and services or with regard to the means of payment, based on the customer’s nationality, place of residence or place of establishment, forms a barrier to the free movement of goods and services throughout the EU internal market.

These practices, if not objectively justified[1], are forbidden as from 3 December 2018, the date of applicability of the EU Regulation on Geo-blocking[2].