The short answer
A Belgian merger (fusie), demerger (splitsing) or contribution of a universality or branch of activity (inbreng van algemeenheid of bedrijfstak) leaves a public trail you can follow for free. The boards first draw up a proposal, which each company must file at the registry of the enterprise court at least six weeks before the decision, and which is published by extract in the Annexes to the Official Gazette. After the shareholders decide in a notarial deed, the deeds are published within ten days of the last filing. Search the Gazette under the heading "herstructurering (fusie, splitsing, overdracht vermogen)". Afterwards, KBO shows an absorbed company as stopped, with the legal situation "fusie door overneming", and its VAT number no longer validates. For suppliers that means new decision-makers, contracts under review, consolidated purchasing and a dead record in your CRM.
The procedure below comes from Book 12 of the Code of Companies and Associations on Justel, the Official Gazette search form and FAQ, KBO Public Search and VIES, read on 30 September 2026. This is general information for sales and credit teams, not legal advice.
The operations in one table
Operation | What happens | Does the transferring company survive? |
|---|---|---|
Merger by absorption (art. 12:2) | Everything passes to an existing company; the absorbed companies are dissolved without liquidation | No |
Merger by formation of a new company (art. 12:3) | Several companies transfer everything to a new company they set up | No |
Demerger (art. 12:4 to 12:6) | Everything is split over several existing or new companies | No |
Partial demerger (art. 12:8) | Part of the assets and liabilities passes to one or more companies | Yes |
Contribution of a universality (art. 12:9) | All assets and liabilities move for shares, without dissolution | Yes |
Contribution of a branch of activity (art. 12:10 and 12:11) | A division able to operate on its own moves with its assets and liabilities | Yes |
Absorbing a wholly owned subsidiary follows a lighter procedure (art. 12:7 and 12:50), and a company holding at least 90 percent of the target can let its board approve the merger (art. 12:30, paragraph 6).
How the procedure becomes public
The proposal. The boards draw up a merger or demerger proposal naming the companies, the exchange ratio and the accounting date. Each company files it at the registry of the enterprise court at least six weeks before the decision, and it is published by extract (art. 12:24 for a merger by absorption, 12:59 for a demerger). Since 16 June 2023 a company may instead put the proposal on its website for at least six weeks; a short extract with the enterprise numbers and a hyperlink is then filed and published by the same deadline.
Reports. The board and an auditor report on the operation unless all shareholders waive this. Shareholders can consult the documents at least one month before the meeting.
The decision. The general meeting decides with a quorum of half the capital (or of the shares) and a three-quarter majority, and the minutes must be recorded in a notarial deed. The merger is complete once every company involved has taken concurring decisions (art. 12:32).
The deeds. The deeds of all companies are filed and published by extract at the same time, within ten days of the filing of the last deed (art. 12:33). The Gazette says its own processing takes about ten calendar days, on top of the registry's handling time.
Effect on third parties. The merger can be relied on against third parties from its publication in the Annexes (art. 2:18).
A contribution of a universality or branch of activity follows a similar path: the proposal is filed at least six weeks before the contribution (art. 12:93) and the deed is published by extract (art. 12:95). The board decides on a branch of activity, the general meeting on a universality (art. 12:94). For a branch of activity the companies may opt out of this regime, and then the automatic transfer of assets and liabilities does not apply (art. 12:92).
A typical operation therefore produces two publications: the proposal before the vote and the deeds after it. The proposal is your early signal.
Signal | Where | When |
|---|---|---|
Merger or demerger proposal | Official Gazette, restructuring heading | Filed at least six weeks before the decision |
Deeds recording the decision | Official Gazette, restructuring heading | Within ten days of the last filing |
Absorbed company stopped | KBO Public Search | Dated from the merger itself |
VAT number no longer valid | VIES | After the company is stopped |
Which Gazette headings to search
The Gazette's legal-persons search filters by heading. The form is in Dutch and French, so the labels are quoted as they appear:
"rubriek herstructurering (fusie, splitsing, overdracht vermogen, enz...)", in French "rubrique restructuration": proposals and deeds for mergers, demergers and transfers of assets.
"rubriek einde": the heading for endings. In the two absorbed companies we checked, the closing publication carried both the ending and the restructuring headings.
"ontslagen - benoemingen" and "kapitaal - aandelen": often published alongside, for the acquirer.
Combine a postcode, a date range and the restructuring heading. A search for postcode 9000 (Ghent) from 1 June to 15 September 2026 returned 72 publications. Each is a scanned image PDF, so you read it to see who absorbs whom. How to search the Belgian Official Gazette walks through the form.
What KBO shows afterwards
The absorbed companies cease to exist, and all their rights and obligations pass by law to the acquiring company (art. 12:13). In KBO Public Search the absorbed company keeps its enterprise number but shows the status "Stopgezet" (stopped) and the legal situation "Fusie door overneming" (merger by absorption), code 21 in the KBO code list. Demergers have their own codes, 23 to 26.
Watch the dates. In one Ghent case we checked, KBO showed the company as stopped from 10 August 2026, while the extract of the deeds appeared in the Gazette on 10 September 2026. The register can carry the effective date before the publication catches up.
The VAT number goes with the company. VIES returned "not valid" for both absorbed companies we checked, so invoices, contracts and CRM records have to move to the acquirer. How to check an EU VAT number shows the lookup. A stopped company after a merger is not the same as one in liquidation, where a liquidator sells the assets and pays creditors; see what it means when a company is in liquidation.
Why it matters to suppliers and sellers
New decision-makers. The acquirer's management now runs the combined business, and appointments and resignations often follow in the Gazette. How to track director changes in Belgium covers those.
Contracts get reviewed. Your contract with the absorbed company passes to the acquirer with the rest of its rights and obligations. The acquirer decides whether to keep, renegotiate or end it. If you are owed money, creditors whose claims arose before the publication but are not yet due can demand security within two months of it (art. 12:15).
Purchasing consolidates. Two supplier lists become one. An incumbent can lose the account, and a competitor gets an opening. That is why a merger sits among the B2B buying signals worth acting on.
Your CRM goes stale. The absorbed entity lingers with an invalid VAT number and perhaps open deals. Merge it into the acquirer's record. How fast Belgian B2B data decays explains why restructurings are one of the quiet causes.
Following restructurings across many accounts
One company is a quick check. A territory of a few hundred accounts every week is not: the Gazette sends no alerts and every publication is an image. In Bizzy, each Belgian legal entity has a Documents tab with its Official Gazette publications, searchable and filterable by type and date, and "restructuring (merger, demerger, transfer of assets)" is one of the types. Next to it, the ownership view shows the group tree with the parent, ownership percentage and country for each entity, so you can see which group the acquirer belongs to before you call.
Another restructuring with a public trail: capital increases and new contributions.
Frequently asked questions
What is a fusie in Belgium? A merger: the assets and liabilities of one or more companies pass to an existing or new company, and the transferring companies are dissolved without liquidation.
How far in advance is a Belgian merger made public? The merger proposal must be filed at the registry of the enterprise court at least six weeks before the decision and is published by extract in the Annexes to the Official Gazette. A demerger proposal follows the same six-week rule.
What happens to the VAT number of an absorbed company? The company is stopped in KBO with the legal situation "fusie door overneming", and its VAT number no longer validates in VIES. Invoice the acquirer.
Does my contract with the absorbed company still apply? As a rule, yes: all rights and obligations of the absorbed company pass by law to the acquirer. Check specific clauses, such as change of control, with your own legal adviser.
Photo: the Waal bridge in Nijmegen, Marc Ryckaert (MJJR), CC BY-SA 3.0 NL, via Wikimedia Commons