No more minimum capital since 2019
Before the Companies and Associations Code (CSA) reform that came into force on 1 May 2019, creating an SPRL (the former SRL) required a minimum capital of EUR 18,600, of which at least EUR 6,200 had to be paid up at incorporation.
Since the CSA, this minimum capital has been completely abolished. You can create an SRL with EUR 1 in starting equity.
Legal minimum capital
Since the CSA 2019, no threshold is imposed by law to create an SRL.
Important: sufficient starting equity
The removal of the minimum capital does not mean you can create a company with no funding at all. The CSA imposes an obligation of sufficient starting equity, justified in a mandatory financial plan submitted to the notary.
What should the financial plan contain?
The financial plan is a mandatory document that must demonstrate your company has sufficient resources to operate for at least 24 months. It includes:
Business description
Nature of the activity, target market, positioning.
Investment budget
Equipment, fixtures, initial stock, incorporation costs.
Cash flow forecasts
Cash inflows and outflows over 24 months, month by month.
Projected income statements
Revenue, expenses, net result over 2 years.
Funding sources
Own contributions, loans, subsidies, credit lines.
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How much to contribute in practice?
Even though the law no longer sets a minimum amount, here are the ranges observed in practice:
| Type of activity | Recommended capital | |
|---|---|---|
| Consulting / freelance | EUR 1,000 - 5,000 | |
| E-commerce | EUR 5,000 - 15,000 | |
| Physical retail | EUR 15,000 - 50,000 | |
| Hospitality | EUR 30,000 - 100,000 | |
| Manufacturing | EUR 50,000+ |
Founder liability
In case of bankruptcy within the first 3 years, founders can be held personally liable if the financial plan was clearly insufficient. This is the "founder liability" provided for in Article 5:16 of the CSA.
Summary
- Legal minimum capital: EUR 0 since the CSA 2019
- Obligation: sufficient starting equity, justified in a financial plan
- Liability: personal in case of bankruptcy within 3 years if plan was insufficient
- In practice: plan a realistic budget based on your activity
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