Belgium: Corporate/Commercial Law

Belgium has adopted its CRD VI transposition law, introducing a harmonised regime that requires non-EEA banking institutions to establish NBB-authorised branches when providing core banking services in Belgium. The new framework, which takes effect on 11 January 2027, marks a significant shift from Belgium's previous approach that generally permitted cross-border lending without local authorisation.

Goodwin Procter LLP submits detailed observations on the European Commission's draft merger control guidelines, identifying four critical areas where current drafting risks undermining legal certainty: the innovation shield's failure to operate as a genuine safe harbour, insufficient evidentiary boundaries for reverse killer acquisition theories, lack of limiting principles in entrenchment and ecosystem theories, and unworkable compliance obligations regarding common ownership by institutional investors.

McDermott Will & Schulte and Brunswick Group examine the European Commission's most significant reassessment of EU merger control in over two decades, exploring how the draft guidelines aim to modernise enforcement for digital markets, innovation and competitiveness. The discussion reveals key procedural shifts including the introduction of a "theory of benefit" framework and what businesses should prepare for as the final guidelines approach publication.

Belgium's federal Chamber of Representatives has adopted a comprehensive bill introducing significant changes to pharmaceutical reimbursement procedures, including simplified approval tracks, new combination therapy rules, and an 80 million EUR annual industry contribution. The legislation also addresses drug unavailability issues and postpones certain 2024 reforms until 2028, fundamentally reshaping the financial and operational landscape for pharmaceutical companies operating in Belgium.

New Belgian legislation introduces stricter payment terms for business-to-business transactions, capping payment periods at 60 days and eliminating contractual flexibility around invoice receipt dates. The Act of 14 August 2021 strengthens protections for creditors by imposing automatic penalties on late-paying debtors, including a 10.5% interest rate and fixed recovery costs, fundamentally reshaping commercial payment practices.

The Belgian Federal Agency for Medicines and Health Products has issued comprehensive new guidance on pharmaceutical promotion to healthcare professionals, consolidating previous circulars and introducing stricter...

The European Commission's proposal for an EU Inc. promises faster, digital incorporation and more harmonised corporate structures across Member States. But can this new framework genuinely reduce legal fragmentation and strengthen Europe's competitive position, or does it simply add another layer to an already complex corporate landscape?

On the 18 March 2026, the European Commission (‘the Commission’) announced a new and harmonised corporate legal regime, ‘EU Inc.’ touted as the ‘28th regime’. It is the European Union’s (‘EU’) response to fragmentation faced...

The European Commission has published draft merger guidelines that consolidate and significantly update its analytical framework for assessing mergers, introducing new considerations for innovation, privacy, sustainability, resilience, and labor markets.

The Belgian Centre for Arbitration and Mediation (CEPANI) has introduced revised Arbitration Rules effective June 1, 2026, designed to modernize dispute resolution through enhanced digital capabilities, clearer multiparty procedures, and integrated mediation processes.

Boards in the United States, United Kingdom, and European Union face increasing pressure to oversee cybersecurity risks amid evolving regulatory expectations.

The new Book 6 of the Belgian Civil Code brought about the abolition of the "quasi-immunity" from direct liability for auxiliaries (such as directors and subcontractors).