Based on the Act of Nov. 5, 2023 containing various provisions on the economy, as entered into force on Dec. 21, 2023, since the end of 2023, the FPS Finance has a new ground for ex officio removal of a company from the CBE: non-compliance with UBO formalities.

The consequences are immediately visible: the General Administration of Treasury of the FPS Finance has already deleted nearly 21,000 ghost or dormant entities from the Crossroads Bank for Enterprises, mainly due to non-compliance with the legal obligations around the UBO register.

Prior to the enactment of the aforementioned law, an entity in the CBE could be deregistered ex officio based on the following grounds:

• the death of the founder-natural person, already at least six months ago according to the data of the national register;
• the conclusion of the liquidation of a legal entity, already pronounced at least three months ago;
• the closure of a legal entity’s bankruptcy, decided at least three months ago;
• failure to file financial statements for at least three consecutive fiscal years; and
• companies that do not fall under point 4°, but meet the following cumulative criteria:
• Minimum three years of not having active capacities, activities or branch units, enrolled in the CBE;
• Are enrolled in the CBE with active status;
• do not have current applications for admission or capacity, enrolled in the CBE;
• have not made any changes regarding enrolled data in the CBE for 7 years;
• have not carried out any publication other than that of the annual accounts, in the Appendices to the Moniteur Belge, for 7 years.

Since this is a purely administrative deletion, the entity in question continues to exist legally.
Thus, the entity retains its legal personality, including all rights and obligations.
Nevertheless, the deletion has some important consequences:

• the activities, with which the company was registered, can no longer be exercised;
• the deletion is published in the Belgian Official Gazette, which may have a negative impact on the entity’s business and its relationships with third parties, including credit institutions;
• legal actions brought by the entity are declared inadmissible ex officio.

Also good to know: the automatic deregistration for non-compliance with UBO formalities is not a definitive measure.
As soon as an entity completes the necessary formalities in the UBO register, the CBE management department will revoke the deletion as soon as the FPS Finance informs them that the situation has been regularized.