Articles of association not yet adapted to the CAC? Don't forget about the mandatory provisions

As from 1 January 2020 the Companies and Associations Code (CAC) is applicable to all companies, associations and foundations, including legal persons who did not yet adapt their articles of association to the CAC. Such adaptation should take place at the occasion of the first amendment of the articles of association after 1 January 2020 and in any case before 1 January 2024.

Any provisions in the articles that are incompatible with the so-called mandatory provisions, will be considered as unwritten. All non-mandatory (“supplementary”) provisions of the CAC will also be applicable, in as far the articles of association do not deviate from such provisions.

Therefore, the distinction between mandatory and supplementary provisions is very important. You will find a list of the most important subjects covered by mandatory provisions here, such as the new names, the new rules re management and the general meeting and the capitalless BV/SRL and cooperatives).

Do not hesitate to contact any of our specialists if you would like to know more about the mandatory provisions, the adaptation of the articles of association or the general impact of the CAC on your company.