New Capital Gains Tax in Belgium: Implications for ESOPs and Qualifying Stock Options

Strategic Insights -

Belgium is set to introduce a new capital gains tax on financial assets, including shares and options, from 1 January 2026. The tax will apply to transfers of financial assets not carried out within the scope of a professional activity, and companies with employee stock option plans (ESOPs) may be affected. Qualifying stock options, which benefit from an advantageous tax regime under the Law of 26 March 1999, could be impacted by the new tax. The draft bill proposes specific "acquisition values" for shares and options acquired under the Law of 1999, which may lead to additional taxation for ESOP beneficiaries.

Key Takeaways:

  • The new capital gains tax will apply to transfers of financial assets from 1 January 2026, with an exemption for "historical" capital gains.
  • The tax will apply to a broad range of financial assets, including traditional instruments such as shares and options, as well as crypto-assets, bonds, or currencies.
  • The applicable tax rate will depend on the nature and of the realised capital gain.
  • The tax would only apply to the amount of the capital gain realised, which equals the positive difference between the "sale price" received upon realisation of the asset and its "acquisition value".
  • The draft bill proposes specific "acquisition values" for shares and options acquired under the Law of 1999, which may lead to additional taxation for ESOP beneficiaries.
  • The practical implications of the new capital gains tax on ESOPs will require companies to understand the tax implications and modify their plans accordingly.
  • The new capital gains tax will not affect the tax-exempt status of ESOPs, but beneficiaries may be subject to a 10% tax on capital gains realised, with an exemption for the first €10000.

Statistics:

  • The capital gains tax will have an exemption for "historical" capital gains.
  • The tax rate will depend on the nature and of the realised capital gain.
  • The tax would only apply to the amount of the capital gain realised.
  • The draft bill proposes a specific "acquisition value" for shares and options acquired under the Law of 1999.

Sources:

  • Law of 26 March 1999.
  • Draft bill ( text not provided).
  • Osborne Clarke.

I hope this helps you. Please feel free to ask if you have any further questions or need additional information.