Capital gains tax on shares is a fact in Belgium
- Aeacus Lawyers
- Feb 1
- 7 min read
Updated: Jul 7
As already known, the federal government has finally reached an agreement on the long-announced capital gains tax on financial assets. After an overnight negotiation marathon, there is now finally white smoke regarding the modalities of the capital gains tax. Although the final legislative texts are still being drafted, the main features are already known. Below is an overview of the key elements of the new regime.
Scope of application of the capital gain tax in Belgium
The new 10% capital gains tax will apply under the personal income tax to capital gains realized outside the scope of a professional activity. These capital gains will be treated as miscellaneous income. This means that only private investors will be affected, insofar as the gains are not obtained in the context of their professional income.
The regime will also apply under the tax on legal entities. Legal entities subject to this tax will therefore also be liable for the capital gains tax, except for non-profit organizations that are recognized for receiving tax-deductible donations. These organizations are excluded from the scope of the new regime.
Which capital gains?
The new 10% capital gains tax applies to gains realized as a result of a transfer for consideration of financial assets. In other words, the new tax will in principle only apply when a taxpayer sells or transfers financial assets against payment.
The concept of “financial assets” is broadly defined and covers four main categories:
Financial instruments (such as shares and bonds),
Certain life insurance contracts,
Crypto-assets,
Currencies.
There are, however, important exceptions. Certain capital gains will remain entirely outside the scope of the new tax, such as:
Capital gains on financial assets for which the taxpayer previously benefited from a tax reduction, for example within the framework of long-term savings schemes.
All income that is already taxed as professional income or as investment income, such as dividends, interest and payouts from pension savings or group insurance schemes.
Furthermore, certain specific situations that, strictly speaking, do not qualify as a transfer for consideration will nevertheless be treated as a taxable transfer. This applies in particular to:
The liquidation during lifetime of capital and surrender values from certain life insurance policies.
The relocation of the taxpayer to another country (exit tax).
The transfer of financial assets to a non-resident, regardless of whether this takes place for consideration or, for example, by way of a gift.
In other words, a tax fiction would be introduced for the above situations. Conversely, a transfer upon death or a gift will, in principle, not trigger the capital gains tax.
Finally, the regime also provides for a neutralization for certain transactions within collective investment schemes, such as mergers, demergers or reinvestments within the same investment structure. These will temporarily not give rise to taxation.
For internal capital gains and transfers within a substantial shareholding, a separate regime applies, which will be further explained in the section on the tax rate.
Entry into force
The new regime will enter into force on 1 January 2026. Capital gains built up before this date will remain fully exempt. For financial assets already held by the taxpayer before 1 January 2026, the general rule is that their value as at 31 December 2025 will be considered the acquisition price.
Only if the taxpayer can provide supporting documents before 31 December 2030 proving that the original acquisition cost was higher than the value on 31 December 2025, will the higher actual acquisition price be allowed. The precise rules for the valuation as at 31 December 2025 will be further detailed in the law.
Taxable base
The taxable base of the new capital gains tax is the positive difference between the sale price of the transferred financial assets and their acquisition cost. Only this net capital gain will be taxed, with no deduction for costs or taxes.
The acquisition cost is the historical purchase price for consideration, or, for assets acquired before 1 January 2026, the value as at 31 December 2025, unless the taxpayer provides evidence of a higher actual acquisition price before the end of 2030.
This will most likely mean that the acquisition value of the shares will be “locked in” for tax purposes at the time of entry into force of the new legislation.
For example: shares purchased in 2010 for EUR 100. At the time the new law comes into force, their value is EUR 1,000. From a tax perspective, the acquisition cost of these shares will likely be “locked in” at EUR 1,000. When these shares are later sold, the taxable capital gain will be calculated based on this EUR 1,000 value. However, the final tax legislation is still awaited.
To limit the tax to Belgium, only the portion of the capital gain relating to the period during which the taxpayer was a Belgian resident will be taxed. For non-residents who become Belgian tax residents, the acquisition value will be the market value at the time of taking up Belgian tax residence.
Losses on financial assets within the scope of the capital gains tax can only be offset against realized gains within the same tax year and within the same asset category. This set-off will not happen through withholding tax but only via the personal income tax return.
Exemption of EUR 10,000, which can increase to EUR 15,000
The capital gains tax provides for an annual tax-free allowance of EUR 10,000 (subject to indexation), so that small investors are not immediately taxed on limited capital gains. In addition, a limited carry-forward mechanism is introduced: up to EUR 1,000 of this annual exemption can be saved and carried over to subsequent years, with a maximum of EUR 15,000 per year. When a capital gain is realized, the accumulated carry-forwards are applied first, followed by the annual basic exemption.
Substantial shareholdingA specific regime applies to taxpayers with a so-called “substantial shareholding”. This is the case when the taxpayer personally held at least 20% of the rights in the company at any time during the five years preceding the transfer. Only the personally held interest is taken into account; family participations are no longer aggregated, which is a change compared to earlier draft texts.
For these taxpayers with a substantial shareholding, a first exemption applies to the initial tranche of EUR 1 million of realized capital gains per year. On the portion exceeding EUR 1 million, a progressive rate structure applies:
1.25% on the portion between EUR 1 million and EUR 2.5 million
2.25% on the portion between EUR 2.5 million and EUR 5 million
5% on the portion between EUR 5 million and EUR 10 million
10% on the portion above EUR 10 million
For internal capital gains within a substantial shareholding, the separate rate of 33% remains applicable.
What about speculative capital gains?
The new regime would constitute a special system that comes in addition to the existing tax rules on miscellaneous income.
In particular, the current 33% tax on speculative capital gains or gains resulting from transactions outside the normal management of private assets will remain fully in force. This is contrary to earlier reports suggesting that this levy would be abolished. Moreover, the legislator is expected to use this opportunity to further clarify the scope of the existing regime, including with regard to cryptocurrencies. The exact content of this clarification is not yet known.
Reynders taxTo avoid double taxation, it was initially announced that the Reynders tax (Article 19bis ITC 92) would be abolished. However, this now appears to be incorrect. According to the most recent information, the Reynders tax will remain fully in place. The new capital gains tax will apply only to the portion of the capital gains that currently falls outside the taxable base of the Reynders tax.
Exit tax
To prevent taxpayers from avoiding the new regime by moving their tax residence abroad before disposing of their financial assets, an exit tax will be introduced. This means that, upon emigration, a latent capital gain on financial assets will be determined and recorded. If the taxpayer disposes of these assets within two years after leaving Belgium, the previously established gain will still become taxable in Belgium. A deferred payment of this exit tax will be possible under certain conditions.
Withholding tax
In principle, realized capital gains will be subject to a withholding tax withheld by a Belgian intermediary. This intermediary will not take into account the annual exemption or any capital losses realized by the taxpayer, as the intermediary does not have full visibility on the taxpayer's overall position. The taxpayer can later apply the exemption or offset capital losses through their personal income tax return but is not obliged to do so.
However, the taxpayer will be able to opt for a so-called opt-out. This opt-out is a logical choice by the government, as it would be unreasonable to require taxpayers to pay (or have withheld by the bank) withholding tax on the full amount of the realized capital gain without taking into account the EUR 10,000 exemption.
This would force taxpayers to pre-finance the tax and reclaim it later via their tax return, similar to what currently happens with withholding tax on dividends. One simple way to avoid this would be to work with a foreign broker, where this withholding tax is not applied. To prevent such capital flight to foreign intermediaries, the government has likely chosen to offer taxpayers an opt-out. This would, we suspect but is still to be confirmed, allow taxpayers to settle the capital gains tax only via their annual tax return, taking into account the exemption and any capital losses.
When the capital gain is realized without the involvement of a Belgian intermediary, for example when selling through a foreign bank, no withholding tax will be levied. The exception is when a Belgian intermediary is involved in the payment, in which case the withholding tax will still be deducted.
Conclusion
What many feared has become reality: instead of a simple and straightforward general capital gains tax, Belgium has once again ended up with a complex patchwork of tax rules, full of exceptions, special regimes, and technical details.
Each political party seems to have pushed through its own pet provisions and exemptions, making the law a textbook example of political compromise. It cannot be ruled out that, once definitively adopted, this law will end up before the Constitutional Court due to potential violations of the principle of equality. The decision to exclude certain savings products, such as long-term savings schemes, from the tax while taxing others raises serious questions. Why should someone saving for their future through pension savings be taxed, while someone pursuing the same goal via long-term savings remains exempt?
We now await the final legislative texts, but it is clear that the Constitutional Court will have work to do.
Curious about the other tax reforms? Click here for a brief overview.
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Christophe Romero
Senne Verholle
