Center of operations (branch of a not-for-profit)

This is the branch in Belgium of a foreign association.

It can be opened subject to certain publicity formalities, provided that the foreign legal entity is a legal person, attached to a foreign state and recognized in Belgium.


Details

Legal Personality
Yes

Incorporation Requirement

Deed

n/a

Publication formalities:

  • file various documents in its open file with the court
    of the company
  • publish various documents in the Annexes of the Belgian Official Gazette;
  • register its branch at the Crossroads Bank for Enterprises;
  • comply with the obligations regarding permanent publicity.

 

The file contains :

  • the memorandum and articles of association if they are the subject of a separate document or the full text of these documents in an updated version if they have been amended;
  • the address of the headquarters of the foreign association, the indication of its aims and activities
  • the address of the branch office;
  • the name of the branch office if it does not correspond to the name of the association;
  • the appointment and identity of the persons who have the authority to represent the association with respect to third parties:
    (a) as a legal entity of the association or as a member of such an entity;
    b) as permanent representatives of the association for the activities of the branch. These documents include their full name, domicile or, in the case of legal entities, their name, legal form, company number and registered office.
    the extent of the powers of the persons who have the power of representation and whether they exercise them separately or jointly. It should be noted that each person who has the power to represent the foreign legal entity may elect domicile at the place where he/she carries on his/her business activity. In this case, only this address will be communicated in case of consultation of the file;
  •  the annual accounts of the association.

The filing of a document is done by handing it over to the clerk’s office or sending it by ordinary mail or registered letter.  It is necessary to file:

  • documents to be inserted in the file of the foreign association
  • documents to be published.

The documents filed must be written in or translated into the language or one of the official languages of the court where the file is kept. At present, no document certifying the accuracy of the translation has to be filed.

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