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A Disclosure Statement outlines key information that companies must share with stakeholders under Belgian corporate transparency laws. This document helps businesses meet their legal duty to reveal important facts about their operations, finances, risks, and governance to investors, regulators, and the public.

In Belgian practice, these statements appear in annual reports, financial prospectuses, and merger notifications. They protect investors by ensuring access to material information for decision-making, while helping companies comply with both the Belgian Companies and Associations Code and EU disclosure requirements. Good disclosure statements go beyond minimum requirements to build trust through clear, complete information sharing.

Use a Disclosure Statement when your Belgian company needs to inform stakeholders about significant changes or risks. This includes launching new financial products, preparing for mergers or acquisitions, issuing shares, or making major operational changes that could affect investor interests.

Belgian law requires these statements for IPOs, bond issues, and annual reports to the Financial Services and Markets Authority (FSMA). They're also essential when seeking investment, joining regulated markets, or handling sensitive corporate developments. Creating clear disclosures early helps avoid regulatory issues and builds credibility with stakeholders, particularly during times of corporate transformation or market uncertainty.

• Initial Public Offering (IPO) Disclosures: Comprehensive statements detailing company financials, risks, and business plans for potential investors on Belgian markets
• Annual Report Disclosures: Regular statements required by the FSMA covering yearly performance, governance, and material changes
• Product-Specific Disclosures: Detailed information about financial products, particularly common in Belgian banking and insurance sectors
• M&A Transaction Disclosures: Statements revealing merger terms, valuations, and impact on stakeholders under Belgian corporate law
• Environmental and Social Disclosures: ESG-focused statements meeting EU and Belgian sustainability reporting requirements

• Corporate Directors: Responsible for approving and signing Disclosure Statements, ensuring accuracy of company information
• Legal Counsel: Draft and review statements to ensure compliance with Belgian and EU regulations
• Financial Officers: Provide and verify financial data, projections, and risk assessments
• FSMA Regulators: Review and enforce disclosure requirements, monitor compliance with Belgian financial laws
• Investors and Shareholders: Use statements to make informed investment decisions and monitor corporate performance
• Compliance Teams: Coordinate information gathering and maintain ongoing disclosure obligations

• Company Information: Gather current financial statements, operational data, and corporate structure details
• Risk Assessment: Document all material business risks, market challenges, and potential regulatory issues
• Stakeholder Impact: Analyze how disclosed information affects investors, employees, and business partners
• Legal Requirements: Review Belgian FSMA guidelines and EU transparency regulations for your specific case
• Internal Review: Have key departments verify information accuracy and completeness
• Plain Language Check: Ensure clear, understandable writing while maintaining legal precision
• Documentation: Keep records of information sources and verification processes

• Company Details: Legal name, registration number, registered office, and authorized representatives
• Financial Information: Current financial position, material changes, and future projections
• Risk Factors: Comprehensive list of business, market, and operational risks
• Corporate Governance: Management structure, board composition, and decision-making procedures
• Legal Compliance: Statement of adherence to Belgian Companies Code and EU regulations
• Material Information: Significant contracts, litigation, intellectual property rights
• Certification: Directors' declaration of accuracy and completeness
• Date and Signatures: Formal execution by authorized representatives

A Disclosure Statement differs significantly from a Disclosure Letter in both scope and application under Belgian law. While both documents share the goal of revealing important information, they serve distinct purposes in corporate and legal contexts.

• Purpose and Timing: Disclosure Statements are broad, formal documents used for ongoing regulatory compliance and public information, while Disclosure Letters are typically transaction-specific documents used in M&A deals or commercial contracts
• Legal Requirements: Disclosure Statements must meet strict FSMA and EU regulatory standards, whereas Disclosure Letters primarily serve contractual obligations between private parties
• Content Scope: Statements cover comprehensive company information including financials, risks, and operations, while Letters focus on specific exceptions or qualifications to contractual warranties
• Audience: Statements target multiple stakeholders including regulators and the public, while Letters are usually directed to specific transaction parties