New capital gains tax: how it will affect shareholders and corporate investors
Introduction
On Monday, June 30, 2025, the Belgian Federal Government reached an agreement on the introduction of a general capital gains tax (“CGT”).
No legal texts are available yet, but in general, the CGT will introduce a 10% tax on capital gains realized as of January 1, 2026, on financial assets, insurance contracts, crypto assets, and currencies. Financial assets include listed and unlisted shares, bonds, money market instruments, derivatives, investment funds, and ETFs (trackers).
The CGT will apply to the positive difference between the value of financial assets on December 31, 2025, and any gains realized on these assets from January 1, 2026, onwards. For the next five years, taxpayers may also use the historical acquisition value if it is higher than the December 31, 2025, reference value.
The concrete implementation of the CGT will most likely be very complex, requiring substantial compliance efforts, and is expected to give rise to multiple disputes and litigation between taxpayers and the tax authorities.
The new CGT provides for a general annual exemption of EUR 10,000. If this exemption is not used during five consecutive years, the amount is increased to EUR 15,000. This exemption applies per individual taxpayer (spouses may therefore jointly apply an exemption of up to EUR 30,000).
Pension funds and group insurance policies through which employers provide supplementary pensions to employees, as well as individual pension savings products benefiting from tax incentives, will be exempt from the new CGT.
Impact on business owners and corporate investors
The question arises as to what impact the CGT will have on business owners, shareholders, and corporate investors.
As indicated above, the CGT provides for an exempted amount of EUR 10,000 per individual. However, those holding a “substantial interest” will benefit from a more advantageous CGT regime.
If a taxpayer owns at least 20% of the shares in a company at the time of sale, he / she will benefit from an exemption of EUR 1 million, which can, however, only be applied once every five years. Reduced tax rates starting at 1.25% and increasing up to 5% will apply to capital gains ranging between EUR 1 million and EUR 10 million. The general 10% CGT rate will only apply to capital gains exceeding EUR 10 million.
This regime applies to all companies, whether Belgian or foreign. The activity status of the company — whether active, passive, or dormant — is irrelevant.
The 20% threshold will be calculated per individual taxpayer at the time of the sale. Shares held by close family members will not be aggregated. This could be unfavorable for shareholders of some family businesses and start-ups, as they may not qualify for the beneficial regime if their individual shareholding does not reach the 20% threshold.
Some final remarks
The existing 33% capital gains tax on “speculative” or “miscellaneous” capital gains will continue to apply. It is currently unclear how this tax will coexist or interact with the new CGT.
Additionally, capital gains taxable as professional income — which are subject to progressive income tax rates — will continue to be taxed under those rates.
The taxation of internal capital gains (currently taxed at 33% or, in some cases, exempted) within corporate structures will also be tightened.
We will closely monitor any legal texts published regarding the above measures.
