The European Directive 2025/25 foreshadows a digital and more transparent future for company law. It simplifies the creation and management of companies and encourages cross-border cooperation. Belgium must transpose the directive into national law by 2027.
Digitalisation and transparency at the heart of the new regulation
On 30 January 2025, the European Directive 2025/25 came into force. This new measure aims to thoroughly modernise company law in the European Union, with a clear focus on digitalisation, transparency and cross-border cooperation. This directive also makes sweeping changes for the general partnership (or better known as the SNC), as well as the limited partnership (“SComm”).
Belgium must transpose the Directive into national law by 31 July 2027, with the exception of a limited number of articles for which the transposition deadline has been extended until 1 August 2029. From 1 August 2028, the rules must be applied in practice.
Digital creation and recording become the norm
One of the most notable changes is the ability to create fully digital companies. Formation, registration in the Belgian Official Gazette and changes in the Crossroads Bank for Enterprises (CBE) can be done via a standardised digital platform. This should reduce the administrative burden and speed up the implementation times.
Once the Directive has been transposed, companies will be required to notify any changes to their data or articles of association within 15 working days. Exceeding this deadline may result in sanctions.
EU Business Certificate and Digital Power of Attorney
The Directive also introduces two innovative tools:
- The EU company certificate: a uniform digital proof of a company’s registration and legal validity, valid in all member states.
- The EU digital power of attorney: Entrepreneurs can now digitally authorize someone to represent them legally in the event of cross-border company incorporation or mergers, for example.
These tools are intended to reduce barriers to international expansion, especially for SMEs looking to operate in other EU countries.
Increased transparency and control possibilities
In addition, the Directive requires companies with consolidated accounts to disclose their group structure – including the ultimate parent company – through the ECB. This measure strengthens the fight against money laundering and tax evasion.
In addition, the incorporation or amendment of the articles of association of certain types of companies, such as general partnerships (SNC) and limited partnerships (SComm), will now have to be subject to a legality review by a competent body (notary, court or administration). However, at this time, it is not yet clear how this revision will materialize.
Impact on Belgian companies
Although most of the provisions will only come into force once the directive has been transposed into Belgian law, entrepreneurs are already advised to prepare for this digital change. Legal software vendors and accounting firms have already begun to develop tools to guide their clients in this area.
With this directive, the European Commission hopes to strengthen the competitiveness of the single market by removing administrative barriers and increasing investor confidence.
See more articles from our member firm in Belgium, Philippe & Partners.
