Belgium’s New Limited Liability Company Model: A Game Changer in European Company Law?

Abstract

This article examines the 2019 reform of Belgian company law, which has fundamentally restructured one of the most widespread corporate forms in continental European company law: the private limited liability company. A key element of the reform was the complete abolition of the concept of capital, replaced by new creditor protection instruments such as the financial plan, as well as the balance and liquidity tests. The study analyses the dogmatic foundations and practical implications of these provisions, with particular attention to the rise of dispositive regulation and the expanded transferability and structuring of shares. The Belgian llc. thus represents a flexible, contract-based corporate form capable of accommodating both family businesses and publicly listed companies. The article also draws comparisons with the Hungarian regulation in several key areas.