Key takeaways
- The standard withholding tax rate on dividends has been 30% since 1 January 2017.
- The VVPRbis regime applies to small SRLs whose shares were issued in cash from 1 July 2013; the rate is 18% since 1 July 2026.
- The liquidation reserve allows deferring distribution: a 10% separate contribution at constitution, then a reduced withholding tax depending on the holding period.
- The SRL is responsible for withholding and paying the withholding tax within 15 days of the dividend attribution.
- The withholding tax is a final tax for Belgian resident individuals: no inclusion in the personal income tax return.
Deciding to distribute dividends from an SRL immediately raises a concrete tax question: how much will the tax authority deduct before the money reaches the shareholder? The withholding tax on SRL dividends is a tax withheld at source at the standard rate of 30% since 1 January 2017, but two legal regimes, VVPRbis and the liquidation reserve, can reduce this charge. This guide covers the mechanism, the two optimisation tools, and the reporting obligations incumbent on the company.
Withholding Tax: Mechanism and Applicable Rates
The withholding tax (WT) is a tax withheld at source by the company distributing a movable income (dividend, interest, royalty). For dividends distributed by an SRL to its individual shareholders, the company itself withholds the tax on the gross amount and pays it to the tax authority before remitting the net amount to the shareholder.
standard rate
default rate since 1 January 2017
VVPRbis rate
new-shares regime for small companies since 1 July 2026 (ITC 92, art. 269, §2)
liquidation reserve contribution
separate contribution paid at corporate tax level upon constitution (art. 219quater ITC 92)
The 30% rate applies to any dividend for which no derogatory regime is claimed. It is calculated on the gross dividend amount decided by the general meeting. The shareholder therefore receives 70% of the gross dividend, with the balance paid to the SPF Finances by the SRL.
VVPRbis: The Reduced-Rate New Shares Regime
The VVPRbis regime is codified in article 269, §2, of the Income Tax Code 1992 (ITC 92). It allows a small company to apply a reduced withholding tax rate on dividends linked to shares issued since 1 July 2013.
Cumulative conditions to benefit from VVPRbis
Small company under art. 1:24 CSA
Criteria: annual turnover excluding VAT, total balance sheet, average number of employees. The condition is assessed in the year in which the dividend is attributed.
Shares issued from 1 July 2013
Shares existing before this date are excluded from the regime, even if the company has existed longer.
Cash contributions only
Shares issued in exchange for contributions in kind do not give access to the regime.
Issued at or above par
Shares may not be subscribed below their nominal value or accounting par value.
Shares fully paid up
Partial payment of contributions does not give access to the reduced rate for dividends distributed before full payment.
Registered shares
Registered shares are the standard form in an SRL following the abolition of bearer shares.
The applicable reduced rate depends on the accounting year from the profits of which the dividends are distributed, and the date of contribution. For contributions made before 1 January 2026, a rate of 20% applied in the second accounting year following the contribution, and 15% from the third accounting year. For contributions made from 1 January 2026, only a reduced rate applies from the third accounting year.
Since 1 July 2026, all VVPRbis distributions are subject to the single rate of 18%, regardless of the vintage of the shares (law of 23 February 2026, effective 1 July 2026). This rate replaces the former 20% and 15% rates for all distributions made from that date.
The Liquidation Reserve: Deferring Distribution to Reduce Tax
The liquidation reserve is governed by article 184quater of the ITC 92. It offers a different approach: instead of distributing the profit immediately, the small company places it in reserve while paying a separate contribution of 10% (art. 219quater ITC 92) upon constitution. This reserve can then be distributed with a reduced withholding tax, whose rate depends on the time elapsed since the end of the accounting year of constitution.
The applicable regime depends on when the reserve was constituted. The programme law of 18 July 2025 and subsequent measures introduced two distinct regimes:
| Reserves constituted up to 30.12.2025 | Reserves constituted from 31.12.2025 | |
|---|---|---|
| Contribution at constitution | 10% (art. 219quater ITC 92) | 10% (art. 219quater ITC 92) |
| Distribution before 3 years | 20% | 30% |
| Distribution between 3 and 5 years | 6.5% | 9.8% (single 3-year threshold) |
| Distribution after 5 years | 5% | 9.8% (same) |
| Upon dissolution | 0% | 0% |
The liquidation reserve offers a significant advantage upon dissolution: in that scenario, liquidation reserves are distributed without any additional withholding tax, beyond the 10% contribution already paid at constitution. This is a major benefit for shareholders who envisage closing their business in the future.
For old reserves (constituted before 2026), patience remains a key tax parameter: waiting 5 years for the 5% rate rather than distributing before 3 years at 20% represents a substantial difference. For new reserves, the optimal holding period is reduced to 3 years, but the 9.8% rate is higher than the former optimal 5%.
Reporting Obligations for the Distributing SRL
The SRL distributing dividends is not merely a passive intermediary: it is the legal debtor of the withholding tax. Its obligations are precise and subject to strict deadlines.
The withholding tax must be paid to the SPF Finances collection account within 15 days following the attribution or payment date of the dividend. Attribution generally occurs on the date of the general meeting's decision; payment occurs on the date of the bank transfer to the shareholders.
The withholding tax return (form 273 for movable income generally, or 273A for dividends of Belgian origin) must be filed with the SPF Finances within the same 15-day period. This form summarises the gross amount of income paid, the withholding rate applied, and the amount withheld. The SRL must also provide each beneficiary with a form 281.40 containing the same information for their personal income tax return.
Up-to-date information on forms and payment deadlines is available at finances.belgium.be.
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Further Reading
Dividend taxation fits into a broader tax framework worth mastering in its entirety:
- Corporate Income Tax in Belgium: rates, calculation and SME reduced rate: understanding how taxable profit is determined before the question of distribution arises.
- Tax-Deductible Business Expenses for an SRL: reducing the corporate tax base before deciding how much to distribute as dividends.
- Incorporating an SRL in Belgium: steps, costs and timelines: choices made at incorporation, particularly the amount of the cash contribution, directly determine access to the VVPRbis regime.
