Belgian taxation: one year of reforms, what is the impact on your assets?

Measures adopted in 2025

1. Programme law of 18 July 2025

• Exit tax on liquidation surpluses

The emigration of a legal person from Belgium to another country is treated for tax purposes as a fictitious liquidation, which means that all unrealised capital gains are subject to corporation tax. Since this summer, this fictitious liquidation also means that shareholders are taxed on the “fictitious” liquidation surplus at the progressive personal income tax rate.

However, to comply with the fundamental freedoms of European legislation, the legislator allows taxpayers to spread the payment of tax over a period of five years.

• Liquidation reserve

The law provides for the harmonisation of the tax regimes applicable to the liquidation reserve and the VVPR bis (verminderde voorheffing / reduced withholding tax).

In the event of a dividend distribution after the liquidation reserve has been set aside, subject to the payment of a separate advance contribution of 10%, the rate is increased from 5% to 6.5% and the waiting period is shortened from 5 to 3 years.

In other words, the dividend is taxed at 15% instead of 13.64%, but can be paid after a waiting period of 3 years instead of 5 years.

• Reform of the RDT (definitively taxed income) regime

The legislator ultimately limited the changes to the RDT regime that had initially been planned in the government agreement.

On the one hand, it did not transform the deduction into a pure and simple exemption and, on the other hand, the holding threshold was not raised from €2.5 million to €4 million.

However, the law did introduce a new condition for recognition as a financial asset, applicable to all companies except "small companies" as defined in Article 2, § 1, 4°/1 of the CIR/92 (Belgian income tax code).

The criteria for "small companies" set out in this article are as follows:

• Number of employees < 250
• Revenue < €50 million
• Balance sheet < €43 million

A company is only classified as a "large company" if it exceeds at least one of these criteria for two consecutive financial years.

Where applicable, these criteria must be analysed on a consolidated basis.

For the shareholding to be considered a financial asset, the existence of a long-lasting, specific link must be demonstrated. 

• Carried interest

A specific regime has been put in place with a 25% tax on gains from carried interest shares held by employees of fund management companies, with the aim of making Belgium more competitive in relation to its neighbouring countries and attracting private equity fund management teams.

• New obligation regarding tax on securities accounts

The purpose of this new reporting obligation is to inform the tax authorities of certain transactions that could be considered tax abuse aimed at avoiding tax on securities accounts.

Since this summer, banks have therefore been required to report two types of transactions. These are:

• the conversion of taxable financial instruments held in a securities account into registered instruments;
• the transfer of part of the taxable financial instruments held in a securities account to one or more other securities accounts, provided that the holder of the original account is the holder or joint holder of the account to which the transfer is made.

The reporting obligation is automatic and must be fulfilled regardless of the account holder's intention. It will then be the responsibility of the taxpayer to prove to the tax authorities that the transaction was carried out for reasons other than to avoid tax (donation, different management horizons, etc.).

2. Programme law of 18 December 2025

• Sicav RDT

From the 2026 tax year onwards, a minimum remuneration of €45,000 must be paid to a director, who is a natural person, to be able to deduct (and possibly recover) the 30% withholding tax levied on dividends paid by the Sicav RDT. 

With regard to capital gains, only those arising from sales to third parties will be taxed at 5%.

Capital gains therefore remain exempt in the event of the repurchase of shares.

Despite these changes, the Sicav RDT  therefore remains fiscally attractive for companies wishing to invest in shares.

• Abolition of the ordinary interest deduction

From the 2026 tax year onwards, the tax deductibility of mortgage interest for personal income tax purposes will no longer apply. As no transitional measures have been planned, this abolition applies to both new and existing loans.

Measures announced for 2026

1. Taxation of capital gains on financial assets

As a reminder, the capital gains tax was included in the Arizona government agreement of 31 January 2025. It was then confirmed in a draft bill on 18 July 2025, but it must be noted that, one year later, the implementation of this tax is still pending. 

The capital gains tax applies to Belgian resident individuals and legal persons subject to corporate tax (foundations, non-profit associations (ASBL¹), etc.). Companies subject to corporation tax are therefore excluded from this tax.

This 10% tax applies to capital gains on financial assets in the broad sense (financial instruments, life insurance contracts, crypto-assets and currencies) when a gain is realised on a disposal for consideration, in the normal course of private asset management.

Donations, inheritances and contributions to a community as part of a change in the matrimonial regime are not covered. The original purchase price will be taken into account when calculating the capital gain (no increase in the cost price or capital gain reduction).

Capital losses will be deductible but only in the current year (no carry-forward possible) and an exemption of the first €10,000 of capital gains is provided for.

This annual exemption may be increased by a maximum of €1,000 per year, with an exemption ceiling of €15,000 after five years.

Capital gains realised before 1 January 2026 are not taxable. The legislator thus sought to protect historical capital gains.

Two situations must be distinguished:

• The asset has a capital gain on 1 January 2026: the value as at 31 December 2025 will be used to calculate the capital gain;
• The asset has a capital loss on 1 January 2026: the actual acquisition value should be taken into account, provided that this value can be proven. However, this rule only applies to transfers for consideration made up to 31 December 2030.

With regard to the levying of tax, there are two options, bearing in mind that this choice is valid for the entire current year:

• Pay-as-you-earn (opt-in)

The bank will automatically withhold 10% tax on each capital gain realised. This is the default regime that will apply once the law is published. Taxpayers wishing to benefit from the exemption or deduction of any potential capital losses may do so through their tax return filed the following year.

• Declaration via personal income tax return (opt-out)

Everything is carried out through the personal income tax return filed the following year.

For taxpayers who hold a 20% stake in a company, a progressive rate has been provided for with an exemption on the first €1 million every five years.

The 20% threshold will be considered on an individual basis and the regime will apply to both commercial enterprises and asset-holding companies.

Finally, an exit tax is planned in the event of a transfer of residence abroad. Unrealised capital gains will be taxed in the event of a sale within two years of leaving Belgium.

As the law has not yet been passed, banks are unable to withhold tax. A transitional regime has therefore been provided for covering the period from 1 January 2026 to the day before the 10th day following the publication of the law in the Belgian Official Gazette. During this period, taxpayers have the choice of either:

1. Asking the bank, by 30 June 2026 at the latest, to withhold an amount equivalent to the withholding tax, which will be paid to the tax authorities by 30 September 2026 at the latest, thereby releasing them from any tax liability;
2. Or choosing to opt out: taxpayers must declare any capital gains, exemptions and deductible capital losses in their 2026 income tax return (2027 tax year).

The opt-in regime will be the default regime once the law comes into force.

During the transitional period, the opposite will apply: opt-out will be the rule and opt-in will be the choice that must be notified to the taxpayer's bank.

2. Other measures announed

1. Increase in the tax on securities accounts

There are plans to double the rate of tax on securities accounts from 0.15% to 0.30%.

2. Liquidation reserve

The bill introduces a distinction based on the date on which the liquidation reserve was established. This would increase the overall tax burden from 15% to 18% in the event of a distribution, after a three-year waiting period, of a dividend from a liquidation reserve established from the 2026 tax year onwards.

Constitutional Court ruling of 18 September 2025

This ruling concerns the Cayman tax and retroactively annuls the following provisions that had been adopted by the programme law of 22 December 2023:

1. Substance exclusion

Under this exclusion, transparent taxation does not apply if the legal structure carries out an economic activity.

The programme law of December 2023 had introduced the principle that the economic activity in question must consist of the supply of goods or services to a specific market.

The Court invalidated the limitation of the substance exclusion to only those economic activities that meet this condition and requires a broader interpretation of the concept of substantial economic activity.

2. Link with the CFC regime

The Court overturned the rule that transparent taxation does not apply for the tax year for which the founder of the legal structure demonstrates that the income from that structure is taxed in the name of a company, but only when the latter is a resident company (Belgian company).

The Court recognised an inconsistency in the treatment of foreign companies taxed in their country of residence.

It criticised the fact that taxpayers were unable to demonstrate that the income was already taxed abroad.

3. Exit tax

An exit tax was introduced in the event of a transfer of the tax domicile of the founder of the legal structure abroad, a transfer of the registered office of the legal structure or a transfer of the rights of the legal structure to another entity.

The scope of this exit tax was very broad. Indeed, it was not limited to the Belgian period and applied to undistributed profits, understood as any reserves that the structure's assets had generated in excess of the assets contributed by the founder.

The Court limits the exit tax to the Belgian period and specifies that undistributed profits do not include unrealised capital gains on assets.

4. Dedicated funds

The law had introduced an irrefutable presumption that the Cayman tax automatically applied in the event of one or more related persons holding more than 50% of an undertaking for collective investment (UCI).

The Court ruled that this rule was disproportionate and considered that the taxpayer should be able to prove that there was no tax motive for this holding.

The taxpayer can now prove that the participation of third parties of less than 50% in the UCI is not based on a purely tax motive and that the UCI in question is therefore not a legal structure within the meaning of the Cayman tax.

These developments reflect a desire to increase transparency and broaden the tax base, while maintaining a certain level of competitiveness for investment structures. However, they require greater vigilance in the structuring of assets. We will be monitoring these developments closely and remain at your disposal to answer any questions you may have and assist you with your asset planning.

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