VVPRbis Dividends: How Belgian Small Company Owners Pay Themselves at 18% — and What Changed in July 2026

If you own a Belgian BV or SRL, your tax bill on the money you take out of the company is one of the highest you will ever pay. Salary is taxed at progressive rates approaching 50%. Director's fee adds social security on top. The single most popular legal way around this — used by tens of thousands of Belgian small business owners — is called VVPRbis.

This guide is for you, the founder. Your accountant will run the actual numbers. But you should understand what is being done with your money.

What VVPRbis actually does

You created your BV. You put cash into it as starting capital — let's say €18,600 (the legal minimum for a BV is now zero, but most founders contribute something). The company makes profit. After corporate tax, that profit sits as retained earnings.

You want to take some of those retained earnings home.

Without VVPRbis, the company pays you a dividend taxed at 30% withholding. €100,000 dividend → €30,000 to the state → €70,000 to you.

With VVPRbis, the same dividend is taxed at 18% — it was 15% until 30 June 2026. €100,000 dividend → €18,000 to the state → €82,000 to you.

On a €100,000 distribution, that is €12,000 more in your pocket. On a typical founder's career of 15–20 years of small dividends, the saving easily reaches €200,000+.

The four conditions you must meet

1. Your company has to be "small". Belgian law has a precise test, but in practice if your annual turnover is under €11.25 million and you have fewer than 50 employees, you are small.

2. Your starting capital has to be cash. Contributions of equipment, IP, or property do not count. If you put €30,000 in cash into the company on day one, that €30,000 qualifies. If you transferred €30,000 of software, it does not.

3. You have to wait three full years. If you formed the company in 2023, the first VVPRbis-eligible distribution is in 2026 (third full year). Earlier distributions get the standard 30%.

4. No fancy share classes. If you set up Class A shares with extra voting rights and Class B shares with extra dividend rights, you broke the rules. Stick with one ordinary share class.

What changed in July 2026

The favourable rate went from 15% to 18%. The law is the Programme Law of 30 May 2026; it appeared in the Belgian Official Gazette on 1 June 2026 and took effect on 1 July 2026, for dividends attributed or made payable from that date. It harmonises VVPRbis with another small business tool, the liquidation reserve.

What this means now: the three-point saving is gone. It applied to dividends attributed or made payable up to and including 30 June 2026, and the date that counted was the date the dividend was attributed or made payable — not the date of the general meeting. If a dividend of yours was resolved in June but only paid in July, it withholds 18%, and the declaration has to say so.

A realistic example

You formed a Belgian BV in 2022 with €30,000 cash. You have grown to €600,000 annual revenue, you pay yourself a €40,000 director's fee, and the company has accumulated €180,000 in retained earnings.

In May 2026, while the 15% rate still applied, you distributed €60,000 as a VVPRbis dividend.

• Tax: 15% × €60,000 = €9,000
• Net to you: €51,000

If you had taken the same €60,000 as additional director's fee:

• Personal income tax (top marginal slice): ~50% = €30,000
• Social security (self-employed): ~20% = €12,000
• Net: ~€18,000

The dividend route nets you €33,000 more, on this single distribution. Repeat it today and the withholding is 18% — €10,800 instead of €9,000 — which barely dents the comparison.

The combined strategy most savvy founders use

The smartest Belgian founders combine three tools:

1. Modest director's fee — covers daily life, builds your pension and unemployment insurance.
2. VVPRbis dividend annually from year 4 onwards — moves retained profit out at 18% (15% up to 30 June 2026).
3. Liquidation reserve on remaining retained earnings — appropriate now, 10% separate assessment up-front, distribute at 9.8% after a three-year holding period, or at exit.

The combined effective rate on profit taken out of your company lands around 25–30% — versus 60%+ if you took everything as salary.

What can go wrong

• Your accountant uses the wrong rate. Easy mistake in year 3 — 20% survives only where your cash contribution was made on or before 31 December 2025. And check the rate against the date the dividend was attributed or made payable, not the date of the resolution.
• You convert your capital before the wait period. A capital reduction restarts the clock for new contributions.
• You sell the company. Selling shares is a separate regime (capital gains, currently exempt for natural persons in most cases — subject to the new 2026 capital gains tax for >€10m transactions).
• You forget to declare the withholding on time. The 273A form is due within 15 days of payment. Late filing triggers fines.

The one-page action plan

1. Check with your accountant the date of your original cash contribution and your current "year + N" status.
2. Confirm the company still meets the small-company test for the past two financial years.
3. Decide the amount of dividend you want to take this year, leaving sufficient working capital.
4. Schedule the general assembly approving the dividend.
5. Pay knowing the rate follows the date the dividend is attributed or made payable. Since 1 July 2026 that is 18%; 15% applied only up to and including 30 June 2026.
6. File the 273A withholding declaration within 15 days.

That's VVPRbis. Less mysterious than it sounds. More valuable than most founders realise.

Legal basis: Art. 269, §2 WIB / CIR 92 (reduced movable withholding tax). Originally introduced by the Programme Law of 28 June 2013. Most recent material amendment: Programme Law of 30 May 2026 (Belgian Official Gazette of 1 June 2026, numac 2026/003986), art. 15, 4° and art. 14, 1°, raising the reduced rate from 15% to 18% with effect on dividends attributed or made payable from 1 July 2026. The earlier layer is the Programme Law of 18 July 2025 (BS 29 July 2025, numac 2025/005578), which restricted the 20% tier and reshaped the liquidation reserve of Art. 184quater.

Small company test: Art. 1:24 CSA / WVV (Belgian Companies and Associations Code), assessed on a stand-alone basis except for the consolidation test where applicable.

Mechanics of the regime

Qualifying contribution

A new contribution in cash made to a company after 1 July 2013, in exchange for newly issued shares with the following characteristics:

• Full ownership (no usufruct splits).
• Equal participation in voting, dividend, liquidation proceeds with other shares of the same class.
• No preferred dividend rights disqualifying treatment.
• Held by natural persons or legal entities (but for the latter, look-through rules apply).

The contribution must be fully paid up at the moment of dividend distribution. Calls on unpaid capital after the holding period do not extend qualification automatically — practical interpretation: the qualifying base for VVPRbis is the paid-up portion at distribution date.

Holding period

Counted from the financial year of the contribution:

• Year of contribution: no VVPRbis.
• Year +1 (first full FY after contribution): no VVPRbis.
• Year +2 (second full FY after contribution): no VVPRbis.
• Year +3 (third full FY after contribution): 20% rate, retained only where the cash contribution was made on or before 31 December 2025. Contributions from 1 January 2026: no 20% tier, ordinary 30%.
• Year +4 onwards: 18% rate (15% for dividends attributed or made payable up to and including 30 June 2026).

Small company test (Art. 1:24 CSA)

Test moment: the company qualifies as small if it does not exceed more than one of the following criteria during the last two financial years closed:

• Average personnel: 50 FTE.
• Turnover (excl. VAT): €11,250,000.
• Total balance sheet: €6,000,000.

Consolidated assessment if the company belongs to a "small group". The threshold of 250 FTE on a stand-alone basis is an automatic disqualification regardless of other criteria.

Anti-avoidance rules

• Capital reduction first, then re-contribution: the regime expressly excludes contributions that follow within a short window after a capital reduction repaid to the same beneficial owners.
• Reorganisation transactions: mergers, demergers, contributions of universality follow specific continuity rules. The acquired/contributing entity carries over the holding period only if specific conditions are met (Royal Decree of 27 April 2014 and subsequent).
• Loop-arounds via the parent of a small subsidiary are scrutinised.

Interaction with the liquidation reserve (Art. 184quater)

Liquidation reserve is the other SME mechanism for distributing accumulated profit:

• The company immediately pays a 10% separate assessment on the appropriated reserve (Art. 219quater). Unchanged by both reforms.
• Reserves added on or before 30 December 2025: 5% withholding after five years, 6.5% between three and five years, 20% under three years.
• Reserves added after 30 December 2025: 9.8% withholding after a three-year holding period, counted from the last day of the taxable period in which the reserve was created — ordinary 30% otherwise.
• Combined, 10% on creation plus 9.8% on distribution is 19.8 on 110, an effective 18% — the same figure as VVPRbis. Under the old 6.5%, 16.5 on 110 gave 15%.
• VVPRbis and liquidation reserve stack arithmetically but are subject to ordering when both bases are available in the same financial year.

Two laws produced those rates. The Programme Law of 18 July 2025 cut the waiting period from five years to three and lifted 5% to 6.5%. The Programme Law of 30 May 2026 (art. 15, 1° to 3°; art. 14, 2° to 4°) raised the 6.5% to 9.8% and moved the pivot date from 31 December 2025 to 30 December 2025, applicable to dividends attributed or made payable from 11 June 2026 — the tenth day after publication, and a different effective date from the 1 July 2026 governing the VVPRbis rate. A narrow transitional rule keeps the old 20% third-dash rate for reserves added on 31 December 2025 and made payable before 11 June 2026.

Art. 17 of the same law disregards any change to the financial year-end date made from 24 November 2025 that is not principally justified by non-tax motives, when determining when a portion of the reserve was added.

Filing & withholding

• The distributing company withholds the precompte mobilier / roerende voorheffing at source.
• Declaration via the 273A / 273S Form filed online within 15 days of payment.
• The recipient reports the gross dividend on the personal tax return; the withholding is a final tax (no further IPP/PB).

Documentation requirements

In the audit file:

1. The original notarial deed of contribution (or successive deeds for capital increases).
2. Proof of full payment of the cash (bank statements).
3. Articles of association showing share class characteristics.
4. Resolution of the General Assembly approving the dividend distribution.
5. Calculation showing the small-company test (turnover, assets, personnel).
6. 273A declaration submitted within 15 days.

Audit risk markers

• Recent capital decrease followed by recapitalisation.
• Class A / Class B share structures with different rights.
• Distributions in year +3 calculated at the wrong rate — 20% survives only where the cash contribution was made on or before 31 December 2025.
• Mismatched contribution date in the company file vs. the published notarial act.
• Group consolidation issues missed (small subsidiary of a large group does not qualify on stand-alone — assessment is group-level).

Effective rate stacking with corporate tax

Corporate tax on retained profit: 25% standard, 20% reduced rate on the first €100,000 for SMEs (subject to conditions).

End-to-end on €100 of pre-tax corporate profit, taken out via VVPRbis from 1 July 2026:

• €100 pre-tax → €80 after 20% corporate tax (SME reduced rate, simplified) → €80 distributed → 18% withholding = €14.40 tax → €65.60 net.

Effective combined rate: 34.4%. Below the marginal IPP/PB rate of ~53% on equivalent salary, plus saving on social security charges.

Practical decision tree for closing 2026

For founders considering VVPRbis distributions in 2026:

1. The 15% window is closed. It ran to dividends attributed or made payable on or before 30 June 2026, and the Programme Law of 30 May 2026 provides no transitional regime for VVPRbis.
2. From 1 July 2026 the rate is 18%, and it turns on attribution or payability — not on the date the general meeting resolved the distribution. Read it off the payment date in the file, not off the minutes.
3. For year +3 distributions: the 20% intermediate rate survives only where the cash contribution was made on or before 31 December 2025. For contributions made from 1 January 2026 there is no 20% tier — the ordinary 30% applies until the reduced rate opens.
4. Combine with the liquidation reserve for retained earnings the founder does not want to distribute now: appropriate to the reserve, pay the 10% separate assessment, distribute after a three-year holding period at 9.8% (30% if breached) — a combined effective 18%. Note the separate 11 June 2026 pivot for the reserve, and the 30 December 2025 cut between the old and new ladders.