As of Jan. 1, 2026, a new capital gains tax on financial assets will apply in Belgium. For those who have placed their assets in a partnership, this raises numerous questions.

The finance minister has now provided more clarity. The rules are complex, so it is important that you stay well informed. In this article, we list the main points of interest.

Recap: what is capital gains tax?

Also read: Agreement on capital gains tax: an overview of the new ground rules

Effective January 1, 2026, a general capital gains tax will be introduced on capital gains realized upon the sale of financial assets. Until 2025, such capital gains could still be realized tax-free.

The capital gains tax is a personal income tax and applies only to natural persons. Also, legal structures with tax transparency, such as the partnership, fall under this tax.

The fee in most cases is 10% on the capital gains realized, with an annual exemption of €10,000 per person.

Is my partnership also subject to capital gains tax?

Yes. A partnership has no legal personality and is tax-transparent. This means that, for tax purposes, all income generated by a partnership is attributed to the underlying partners in proportion to their share in the partnership.

What if the partnership sells shares or securities?

Does a partnership hold securities and upon their sale realize a added value, then that capital gain will be allocated to the underlying partners be allocated. This can be advantageous, especially in function of utilizing the €10,000 exempt tranche.

Are partnership shares themselves financial assets?

Yes, even if the partnership owns only non-financial assets, the shares are considered financial assets.

This is an important but little-known and, above all, highly debatable point: even if a partnership holds only art or other non-financial assets, the shares of the partnership itself considered financial assets.

Thus, a sale of those shares is always subject to capital gains tax. There is at this point NO fiscal transparency, despite the fact that a partnership is an unincorporated corporation and is, by definition, tax transparent.

In our opinion, a number of fundamental principles trampled on.

What when forming or contributing to a partnership?

The contribution of shares to an unincorporated partnership is exempt, provided that no transfer for valuable consideration takes place at that time. This is the case when the contribution effectively amounts to an implicit exchange of one asset for another.

If that is the case, capital gains tax is due. If that is not the case, the value determined as of December 31, 2025, or the original acquisition cost of the shares, remains the reference value.

Please note that when contributing other financial assets (such as bonds), a taxable event may occur at the time of the contribution, because the contribution may be considered a partial disposal.

What at the dissolution of the partnership?

The dissolution itself falls not under capital gains tax, as long as the assets are allocated to the partners in undivided proportion to their units.

But after that, it becomes watchful: the distribution In principle, the transfer of such assets among the partners is subject to capital gains tax, since the termination of undivided ownership is considered a transfer for valuable consideration. This applies even if, in practice (from an economic and financial standpoint), no capital gain is realized.

However, here too, the question must once again be asked whether or not there is an implicit exchange of financial assets among the shareholders. This is not the case when, upon distribution, each shareholder receives financial assets corresponding to his or her proportional entitlement to those assets (i.e., in accordance with the share ratio in the partnership). In that case, the dissolution of the partnership does not result in a taxable event.

The same logic applies in the event of a withdrawal (see below).

What if a partner leaves the partnership?

An associate's exit is treated for tax purposes as equivalent to a EXCEPTION, and that may be taxable.

The same reasoning that applies to a withdrawal resulting from the dissolution of the partnership also applies here: if the withdrawing partner receives his or her share of all the partnership’s assets, no capital gains tax will be triggered. If the withdrawing partner receives his share in the form of a specific asset from the partnership (if the partnership consists of multiple assets), capital gains tax will be triggered.

In addition, there may be a risk of a double taxation: If the partnership sells investments to free up cash to finance the withdrawal, all partners pay capital gains tax through tax transparency. The withdrawing partner then leaves the partnership, and capital gains tax is again due on his or her part. Double charge is thus not out of the question.

This is a concrete risk about which it is best to seek advice in advance.

What in the case of a gift with encumbrance?

Just as with gift and inheritance taxes, an excessive burden—such as an obligation to pay interest or a fixed amount—can result in the transfer no longer qualifying as a gift. If the transaction becomes one ‘for valuable consideration,’ capital gains tax may apply.

So be careful with gifts that are subject to conditions attached to the transfer. The line between a gift and a transfer for consideration can potentially be crossed here.

What does this mean for my estate planning?

The new capital gains tax has a number of implications for those who manage their assets through a partnership or plan to transfer them. Here are a few specific points to consider:

• •  Stepping out of disunity (other than through divorce or an estate) is taxable in certain cases.
• •  The dissolution of a partnership is not taxable in and of itself, but its subsequent distribution is taxable in certain cases.
• •  Exit of an associate may lead to double taxation.
• •  Gifts with charges may be reclassified as onerous operations.

What should you do now?

The law is complex, and the implications depend on your personal situation.

Do you have a professional partnership, or are you considering forming or dissolving one? If so, please contact us as soon as possible at pro experts. We'll help you assess the impact and adjust your estate planning where necessary, so you don't have any unpleasant surprises.