Deed Of Association Template for Belgium

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Key Requirements PROMPT example:

Deed Of Association

"I need a Deed of Association for establishing a standard Belgian private limited liability company (SRL/BV) with three founding members and initial capital of €20,000, planned for incorporation on March 15, 2025."

Document background
The Deed of Association (Acte de Constitution/Oprichtingsakte) is a mandatory legal document required when establishing a company in Belgium. It serves as the founding document that brings the company into legal existence and must comply with the requirements of the Belgian Code of Companies and Associations. This document is particularly crucial as it contains all essential information about the company's formation, including founder details, capital structure, management provisions, and corporate purpose. The Deed of Association must be executed in authentic form before a Belgian notary and subsequently published in the Belgian Official Gazette to give it legal effect. It forms the basis for the company's registration with the Crossroads Bank for Enterprises and serves as the primary reference document for the company's fundamental characteristics throughout its existence.
Suggested Sections

1. Appearance Before Notary: Formal introduction stating the date, notary details, and confirmation that the founders appear before the notary

2. Identification of Founders: Detailed information about all founding members including full names, addresses, nationalities, and identification numbers

3. Company Formation Declaration: Formal declaration of the founders' intention to establish a company

4. Form of Company: Specification of the type of company being formed (e.g., SRL/BV, SA/NV)

5. Company Name and Registered Office: The official name of the company and its registered address

6. Corporate Purpose: Detailed description of the company's activities and objectives

7. Capital Structure: Details of the company's capital, including the amount of capital, number and types of shares

8. Share Allocation: Distribution of shares among founders and confirmation of their contributions

9. Management Structure: Governance structure, appointment of initial directors/managers, and their powers

10. Financial Year: Definition of the company's financial year and accounting periods

11. General Meetings: Rules and procedures for shareholders' meetings

12. Transfer of Shares: Conditions and restrictions on the transfer of shares

Optional Sections

1. Special Rights and Benefits: Used when specific rights or benefits are granted to founders or other persons

2. Branch Offices: Include when the company plans to establish branch offices from inception

3. Authorized Capital: Required for SA/NV companies when implementing authorized capital provisions

4. Share Classes: Include when creating different classes of shares with varying rights

5. External Representation: Optional detailed provisions about who can represent the company externally

6. Arbitration Clause: Include when parties want to specify arbitration as the dispute resolution method

7. Non-Competition: Used when implementing restrictions on founders' competitive activities

Suggested Schedules

1. Financial Plan: Detailed financial projections and planning for the first two years of operation

2. Bank Certificate: Proof of capital deposit in a special bank account

3. Contributions in Kind Report: Auditor's report when there are non-cash contributions

4. Property Rights: Details of any intellectual property or other rights being transferred to the company

5. Management Rules: Detailed internal rules for management structure and operation

6. Share Register Template: Template for maintaining the company's share register

7. Powers of Attorney: Any relevant powers of attorney for the formation process

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Clauses
Relevant Industries

Legal Services

Financial Services

Professional Services

Technology

Manufacturing

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Relevant Teams

Legal

Corporate Secretariat

Compliance

Finance

Executive Leadership

Corporate Governance

Risk Management

Business Development

Administration

Investment

Strategy

Relevant Roles

CEO

CFO

Legal Counsel

Corporate Lawyer

Company Secretary

Compliance Officer

Business Development Manager

Startup Founder

Entrepreneur

Managing Director

Board Member

Financial Director

Legal Administrator

Corporate Governance Officer

Risk Manager

Investment Manager

Business Owner

General Counsel

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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