Consequences of the non-filing or late filing
The non-filing or late filing of annual accounts can have different consequences.
The supplementary charge on late filing represents a contribution to the costs incurred by the federal supervisory authorities in detecting and supervising the enterprises in difficulties and amounts to:
- during the ninth month following the end of the financial year
- 120 euro for the small companies resorting to the possibility of publishing their annual accounts in the abbreviated or micro format
- 400 euro for the other companies
- from the tenth month up to the twelfth month following the end of the financial year
- 180 euro for the above-mentioned small companies
- 600 euro for the other companies
- from the thirteenth month following the end of the financial year
- 360 euro for the above-mentioned small companies
- 1,200 euro for the other companies.
This contribution is levied by the National Bank of Belgium on behalf of the Federal Public Service Finance together with the costs of publishing the relevant annual accounts or consolidated annual accounts.
(Source: CCA, art. 3:13)
Automatic strikethrough CBE
The administrative services of the Crossroads Bank for Enterprises (CBE) can proceed to the automatic strikethrough of enterprises who did not fulfill the obligation for three consecutive years to file their annual accounts. The same administrative services of the CBE will proceed to the withdrawal of the strikethrough of the company, after the unfiled annual accounts are being filed with the National Bank.
The strikethroughs, as well as the withdrawals thereof are being published in the Annexes to the Belgian Official Journal by the administrative services of the CBE.
Further information on the automatic strikethrough can be found on the website of the CBE .
Penalties under civil law
If the annual accounts are not filed within the legal time limits, any damage suffered by third parties will be deemed to have resulted from this non-compliance. The burden of proof thus lies with the enterprise: it has to prove that the damage suffered by the third party is not due to the non-filing or late filing of the annual accounts.
(Source: CCA, art. 3:1)
At the request of any interested party or of the Public Prosecutor and if the company has failed to file its accounts, the Commercial Court can dissolve the company.
(Source: CCA, art. 2:73)
Associations and Foundations
Inadmissibility of legal actions
The law provides for suspension of any legal action brought by an association or foundation which has failed to comply with its disclosure obligations, e.g. in regard to publication of its annuals accounts. The action will be declared inadmissible if the association or foundation fails to comply with its obligations within the period stipulated by the court.
(Source: CCA, art. 9:8)
Dissolution by the courts
At the request of any interested party or the public prosecutor, and unless the position is regularised during the preceedings, the court of first instance may pronounce the dissolution of an NPI or foundation if that NPI or foundation has failed to submit its annual accounts .
(Source: CCA, art. 2:113,§1, 4°)
No authorisation regarding gifts
Except for inaugural gifts (handsels), any gift to an association or foundation, inter vivos or by will, with a value of more than 100 000 euro, requires the authorisation of the Minister of Justice or his representative. That authorisation will never be granted to an association which has failed to submit its annual accounts, either from the date of establishment or at least in the past three financial years, or to a foundation which has not filed its annual accounts.