Belgium has long been one of the few European countries not to tax capital gains realized on most individual financial investments. That is now a thing of the past. On the night of April 3–4, the bill was passed by the House of Representatives, with retroactive effect set for January 1, 2026. A new tax therefore now applies to gains realized on the sale of stocks, crypto-assets, and upon the surrender of a life insurance policy, etc.
This reform is one of the most significant in the Belgian tax landscape in decades. It potentially affects all individuals, investors, shareholders, and entrepreneurs who hold financial assets in a private capacity. But it also includes important protective provisions, starting with a full exemption for capital gains accrued before January 1, 2026, provided their value can be demonstrated! This is likely to be the most contentious point in future debates, and it is precisely what warrants careful analysis and attention.
The tax applies to individuals who are tax residents of Belgium. It also applies to certain non-profit legal entities (ASBLs and foundations) that hold financial assets.
However, commercial companies (SA, SRL, SC, etc.) subject to corporate income tax are not affected. If you hold your investments or equity interests through an asset management company, the standard corporate income tax rules continue to apply.
The tax applies only to capital gains realized in the course of the normal management of private assets, outside of any professional activity. Capital gains arising from a professional activity remain taxed as professional income (progressive IPP rate up to 50% + municipal surcharges + social security contributions), in accordance with existing rules. Similarly, capital gains from abnormal or speculative management (already taxable prior to the reform) continue to be taxed under the previous regime (miscellaneous income at 33%).
The law adopts a very broad definition of financial assets. Four main categories are covered:
IThese include all standard stock market and banking investments: stocks (listed or unlisted), bonds, mutual funds and SICAVs (both accumulation and distribution shares), ETFs (trackers), money market certificates, and derivatives (options, warrants, etc.). Mixed funds containing bonds are also included.
Of course, these financial instruments also include the shares that entrepreneurs hold in their operating or holding companies. All business owners who are shareholders are therefore covered.
Contracts under branches 21 (guaranteed rate), 23 (unit-linked), and 26 (capitalization) are subject to this rule when you request a total or partial surrender. An important exception: pure “death” life insurance contracts that cover only the repayment of a loan or funeral expenses are not affected.
La loi vise toutes les représentations numériques d'une valeur ou d'un droit stockées sur une blockchain : Bitcoin, Ethereum, stablecoins, tokens, et même les NFT utilisés à des fins de paiement ou d'investissement. La définition est volontairement large pour englober les actifs numériques futurs.
Gold held in the form of recognized bars or coins, as well as digital currencies issued by a central bank, are also subject to the tax.
Note: The law specifies that in the absence of conclusive evidence to determine the acquisition value, the taxable capital gain is deemed to correspond to the full sale price. Rigorous documentation of transaction histories (timestamps, exchange statements, proof of gold purchase, etc.) is therefore essential.
The law distinguishes between three categories of sales, each with very different tax rates. It is important to clearly identify which situation applies to you.
The concept of internal capital gains was already known prior to this reform, though it lacked a clear legal definition, which led to much debate regarding the required level of control or the scope of the family unit in question. This is now formalized in the new general framework: when you transfer securities to a company that you control, either alone or with your immediate family (up to theseconddegree of kinship from you or your spouse), your capital gain is taxable as an internal capital gain at the rate applicable to miscellaneous income: 33%.
The Minister of Finance has clarified that the “step-up” mechanism detailed below, which sets the reference value as of February 31, 2025, will also apply to these internal capital gains.
You personally hold at least 20% of the voting rights in a company and you sell your shares to a third party (who is not related to you by a controlling interest). This is the regime that typically applies to entrepreneurs selling their business.
This regime is significantly more advantageous thanks to a €1,000,000 exemption calculated over a rolling 5-year period. Above this amount, the capital gain is taxed according to a progressive scale :
If the sale is made to a company whose registered office is located outside the European Economic Area (EEA), the rate applicable to the total amount is 16.5% (after application of the €1,000,000 exemption).
The 20% threshold is assessed individually for each shareholder
If you are married under the community of property regime and the securities form part of the joint estate, the marital community must hold 40% of the securities for the substantial holdings regime to apply.
This is the regime that applies to all other financial assets: your stock portfolio, your funds, your crypto-assets, your Branch 23 life insurance policy that you surrender, etc. The rate is 10% on realized capital gains.
An annual exemption of €10,000 (base amount, indexed annually) is provided per taxpayer. If you do not use the entire allowance, you may carry forward the unused portion up to an additional €1,000 per year for a maximum of 5 years—resulting in a potential cumulative allowance of €15,000 (or €30,000 for a married couple or legal cohabiting partners).
For capital gains subject to this general regime, the tax is generally (as of June1) withheld at source by your financial intermediary (your bank or broker) in the form of a 10% withholding tax. “Withholding tax” means that once withheld, no additional tax return is required for this income.
| Catégorie | Situation | Exemption | Applicable rate | Note |
1 | Sale to a company you control (internal capital gain) | — | 33 % | Same rules as the former taxation of internal capital gains |
2 | Substantial direct ownership of ≥ 20% in a company | €1,000,000 over a rolling 5-year period | 0 % → 1,25 % → 2,5 % → 5 % → 10 % | Progressive scale based on the capital gains bracket |
| Sale of a ≥ 20% stake in a company outside the EEA | €1,000,000 over a rolling 5-year period | 16,5 % | Higher rate if the buyer is established outside the European Economic Area |
3 | Stock portfolio (stocks, ETFs, funds, bonds, crypto, etc.) | €10,000/year per person (indexed) | 10 % | Withholding tax available through your bank |
With regard to financial assets, the reform stipulates that capital gains accrued before January1, 2026, are not taxed. Only gains realized on or after that date are subject to tax.
To calculate this gain starting in 2026, the calculation is therefore based not on the original purchase price, but on the value of your assets as of December 31, 2025. The difference between the value as of 12/31/2025 and your future sale price constitutes your taxable base.
It’s simple: the last closing price of 2025 applies. Your bank or broker has this data. No specific action is required on your part.
This is where things get complicated, and the financial stakes can be significant. The law provides three methods for valuing your unlisted shares, and the highest value is used :
The law provides that, as an exception to the valuation methods set forth above when they do not apply, the taxpayer may request that a certified public accountant or a certified auditor prepare a valuation report establishing the value of their securities as of December 31, 2025. This report must be finalized no later than December 31, 2027. Once prepared, it serves as the reference value for calculating all future capital gains on these securities.
A mandatory requirement under the law: the appointed professional cannot be the taxpayer’s or the company’s regular professional. It must be an independent colleague—which ensures the objectivity of the valuation in the eyes of the tax authorities.
It is a mathematical certainty: the higher the company’s value as of December 31, 2025, the lower the potential taxable capital gain will be in the future.
This reform, however, comes amid a rise in the withholding tax rate on VVPR bis shares (which will increase from 15% to 18%). This legislative change, initially announced for the end of 2025 and postponed month after month, is still not in effect, which means that many SME shareholders have expressed a desire to distribute their available reserves as shown on their balance sheet as of December 31, 2025, at this 15% rate. Keep in mind that this distribution of reserves (VVPRbis or liquidation reserve) reduces the value of equity and thus potentially the historical value of the shares of the companies in question, thereby increasing the unrealized capital gain, which becomes taxable.
The flat-rate formula (equity + 4× EBITDA) is simple to calculate, but it ignores the economic reality of each company. It does not take into account the quality of assets, competitive position, customer base, brand, growth prospects, or financing structure. Depending on your situation, it may significantly overestimate or underestimate the true value of your securities.
A professional report allows you to:
The law provides that realized capital losses may be deducted from capital gains in the same category and from the same year. However, it is not possible to offset a loss on stocks with a gain on crypto-assets, and vice versa.
For assets held prior to 2026 whose value has decreased since December 31, 2025, the loss is calculated relative to the value on that date—not relative to the historical purchase price. An unrealized capital loss incurred prior to 2026 cannot therefore be deducted from a future gain on another asset.
Important exception through December 31, 2030: If you sell an asset acquired before 2026 for less than your original purchase price, you may prove your historical cost basis and deduct it from a future gain on that same asset. This is a useful safeguard for situations where the asset had an unrealized loss prior to the end of 2025.
Capital gains realized in connection with a merger, demerger, or similar transaction are temporarily exempt provided that the securities are exchanged for new securities of the acquiring company (without a cash adjustment exceeding 10% of the par value). In the case of a contribution of shares, the receiving company must acquire more than 50% of the voting rights in the company whose securities are contributed.
Capital gains realized following the termination of joint ownership occurring within three years of a death, a divorce, or the end of a legal or de facto cohabitation are exempt. The Minister of Finance has confirmed that this exemption may also apply in the case of a voluntary purchase in joint ownership, when a co-owner dies and the other co-owners subsequently proceed with the dissolution of joint ownership.
For capital gains falling under internal capital gains (category 1) and substantial equity interests (category 2), taxation via the individual income tax return is mandatory in all cases—no withholding tax will be collected by your bank.
For capital gains falling under the general regime (category 3), the law provides for a withholding mechanism by your bank in the form of a 10% withholding tax. This withholding tax is final: once withheld, you are no longer required to report this income.
The Belgian financial intermediary does not take into account, for the purposes of withholding, deductible capital losses, exemptions (annual allowance of €10,000), or a higher acquisition value. These adjustments must be made via the taxpayer’s IPP return, after which the taxpayer may obtain a refund of the excess withholding tax.
Given the retroactive adoption of the law, two phases are planned regarding the withholding mechanism:
You have the option to choose not to have your capital gains subject to withholding tax. In this case, you report the capital gains yourself on your IPP tax return, after applying any exemptions and capital losses. This option has the advantage of preserving the confidentiality of your stock market transactions from the tax authorities through your financial intermediary.
If you wish to exercise this opt-out, you must notify your financial institution by August 31, 2026.
In theory, the law provides that if you transfer your tax residence abroad, this situation will be treated as a fictitious sale of your financial assets. You are therefore taxed on the unrealized capital gains at the time of your departure, as if you had sold everything.
In practice, however, this provision does not apply if you move to another EEA country or a country that has signed a double taxation treaty with Belgium providing for the exchange of information and mutual assistance in tax collection. In this case, payment is automatically deferred (provided, however, that the relevant assets are not sold for consideration within two years of departure, and that you maintain residency in the destination country). The tax liability is permanently extinguished if you do not sell your assets within 24 months of departure, or if you return to Belgium within that period.
If you received stock options as part of your compensation, the law provides for a specific rule: the acquisition value used to calculate the capital gain is not the option’s exercise price, but the market value of the share at the time of exercise. The capital gain already taxed as business income upon grant or exercise is not taxed again.
Joining or leaving a general partnership as such does not constitute a taxable event. However, the arrival of a new partner during the life of the general partnership, or the departure of an existing partner, creates a transfer event that may generate a taxable capital gain. The dissolution
In the event of the transfer of a financial asset subject to a usufruct, the law designates the bare owner as the taxpayer. The emigration of the usufructuary alone does not result in the realization of a capital gain for the bare owner. The Minister also confirmed that there is no taxable capital gain upon the mere transfer of the usufruct by the usufructuary, nor upon its termination by death. However, the tax authorities reserve the right to monitor abusive uses of the division of ownership to circumvent the tax.
The introduction of the capital gains tax on financial assets by the law of April 3, 2026, did not start from scratch. It was grafted onto a pre-existing regime for the repurchase of treasury shares, whose tax logic has, since 1989, been built around a fundamental equivalence between certain repurchases and dividend distributions. The intersection of these two regimes generates interactions that warrant rigorous analysis.
Belgian tax law is based on the principle of exclusive classification among the different categories of income: income may be taxed as miscellaneous income only if it does not fall under the definition of investment or business income. This principle is now expressly codified: as long as the buyback bonus remains classified as a “dividend” within the meaning of the CIR 1992, capital gains tax is excluded.
This is the standard regime applicable to the vast majority of buybacks in SMEs. Tax legislation provides that when the repurchased shares are canceled in the same tax year, the transaction is treated as a capital reduction: the company is deemed to have distributed its reserves to the corresponding extent. This transaction is treated as a dividend (investment income), and the tax is allocated proportionally between paid-in capital (non-taxable refund) and reserves (30% withholding tax). Capital gains tax is excluded.
If the company retains the repurchased shares without canceling them in the fiscal year of the repurchase, there is no reduction in equity in that fiscal year and therefore no qualified dividend. Pursuant to the principle of annuality, the proceeds received by the shareholder are classified for tax purposes in the fiscal year of receipt as a capital gain, and are therefore taxable at 10% (category 2 or 3) or at 33% if this capital gain qualifies as an internal capital gain (category 1).
The explanatory memorandum to the Act of April 3, 2026, sets out the principle: the capital gains tax applies to the buyback bonus “without the occurrence of any of the situations listed in Article 186, paragraph 2, CIR 92 (namely, impairment, destruction or cancellation, transfer of shares, or dissolution of the company), during the same fiscal year as the share buyback.” However, both the legislature and the Minister of Finance have so far remained suspiciously silent regarding the applicable category of capital gain. Pending clarification on these issues, caution is advised for this type of transaction.
This is a major change from the previous regime: prior to 2026, this situation often resulted in a complete exemption for individual shareholders (provided that the company subsequently resold its shares at a value at least equal to the purchase price). As ofJanuary1, 2026, the capital gain realized in this manner will potentially be taxable at 10% or 33%, though it will benefit from the step-up mechanism based on the value as of December 31, 2025.
This regime, which was already complex, is now burdened with a double risk:
The entry into force of the law of April 3, 2026, brings an end to Belgium’s unique approach to the taxation of capital gains on financial assets. While Belgium remains one of the countries where the standard tax rate on these capital gains is among the lowest in Europe, the new regime introduces considerable technical complexity that tax and legal professionals must carefully navigate: gray areas, delicate interactions with existing regimes, anti-abuse provisions, and valuation mechanisms that must be implemented within tight deadlines.
This is not a reform that can be read once and filed away. The coming months will be marked by numerous discussions with the tax authorities, in the courts, and within legal scholarship, as well as by highly anticipated administrative circulars on points that currently lack clear answers.
In this context, inaction is not an option. Certain decisions must be made now, before the legal deadlines expire.
For significant shareholders of unlisted companies, the independent valuation report to be prepared by December 31, 2027, represents a major tax issue, the cost of which must be weighed against the potential tax savings resulting from a valuation that is more realistic than the statutory flat-rate formula. BFS supports you at every stage of this reform, staying closely attuned to your financial situation. Our team is available to analyze your situation, identify priority issues, and propose the most appropriate solutions, including coordinating the independent valuation engagement through our external partners. Tax laws are changing rapidly—and so is our support.