BELGIUM Law and Practice Contributed by: Valerijus Ostrovskis, Coline Cauvin, Delphine Buyle and Yapa Thepkanjana, ACQUIS
the issue to a specific entity called the Attachment Judge ( beslagrechter or juge des saisies ), who is competent for disputes arising from conservatory or executionary attachment of assets or the enforcement of judgments on Belgian territory. Judgments rendered by courts outside the EU can be enforced in Belgium under the rules of the Belgian Code of Private International Law but need to obtain an exequatur. The exequatur is essentially a judgment confirming recognition and enforcement of a foreign judgment on Belgian territory. This is an ex parte pro - cedure within which the Belgian court reviews the out - come of a foreign judgment for compliance with, inter alia, EU sanctions. Compliance with EU sanctions is considered to fall under the public order exceptions that may lead to non-recognition or non-enforcement of foreign judg - ments. The Council, which represents the governments of EU member states, adopts legal acts imposing restrictive measures (sanctions) through decisions and regula - tions. These decisions are typically based on propos - als from individual member states, the Commission and the European External Action Service (EEAS). Such decisions are binding on EU member states, including Belgium. 7.2 Scope of Designation Belgian law and its courts generally adhere to the “owned or controlled” criteria set out in the guidance issued by the Commission and the best practices issued by the Council. The concepts of ownership and control were clarified in the Council’s updated Best Practices document of July 2024, which modifies the notion of ownership from “more than 50%” to “50% or more” (therefore including the scenario where a designated person or entity owns exactly 50% of another entity). It also explicitly confirmed that the 50% ownership threshold 7. Designation, Compliance and Circumvention 7.1 Executive Body
includes cases where multiple designated persons’ shares are aggregated. Control may be established on the basis of legal rights or factual indicators such as veto powers, nominee structures or other indirect means of influence. The Council’s updated Best Practices identify sev - eral criteria which should be taken into account when assessing whether a legal person or entity is controlled by a designated person or entity, alone or pursuant to an agreement with another shareholder or other third party. These criteria could include: • having the right or exercising the power to appoint or remove a majority of the members of the admin - istrative, management or supervisory body of such legal person or entity; • having appointed – solely as a result of the exer - cise of one’s voting rights – a majority of the members of the administrative, management or supervisory bodies of a legal person or entity who have held office during the present and previous financial year; • controlling alone – pursuant to an agreement with other shareholders in or members of a legal person or entity – a majority of shareholders’ or members’ voting rights in that legal person or entity; • having the right to exercise a dominant influence over a legal person or entity – pursuant to an agreement entered into with that legal person or entity or pursuant to a provision in its memoran - dum or articles of association – where the law gov - erning that legal person or entity permits its being subject to such agreement or provision; • having the power to exercise the right to exercise a dominant influence referred to in the preceding point, without being the holder of that right; • having the right to use all or part of the assets of a legal person or entity; • managing the business of a legal person or entity on a unified basis, while publishing consolidated accounts; and • sharing jointly and severally the financial liabilities of a legal person or entity, or guaranteeing them. If any of these criteria are satisfied, it is considered that the legal person or entity is controlled by a des -
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