THE BELGIAN SOCIAL PURPOSE COMPANY: MAINTAIN, ADJUST OR ABANDON?

In 2015, the Belgian Minister of Justice KOEN GEENS and the BELGIAN CENTER FOR CORPORATE LAW proposed to abolish the Belgian Social Purpose Company. In their opinion, this structure could adequately be replaced by existing... [ view full abstract ]

In 2015, the Belgian Minister of Justice KOEN GEENS and the BELGIAN CENTER FOR CORPORATE LAW proposed to abolish the Belgian Social Purpose Company. In their opinion, this structure could adequately be replaced by existing and future legal vehicles. 

This obliteration seems bizarre in the light of both international and European movements on social entrepreneurship, impact investing and 'social enterprise law making', going towards an increased legal recognition of social enterprises. 

This paper proves firstly the existence of these global and European movements, to go then to a conceptualization of both the ideal 'social enterprise law' and the theoretical 'social enterprise structure'. 

By setting these ideals against the existing provisions of the Belgian Social Purpose Company, the author manages to set out both merits and shortcomings of this legal qualification. 

Finally, the author argues how and why a new social enterprise label would fit more adequately into upcoming reforms of Belgian organizational law. In other words, existing provisions of Book X of the Belgian Code of Companies should be 'abandoned' and 'replaced' by a broader system titled "Social Purpose Enterprise", inter alia rooted in elements found in other legal systems (Italy, France and Luxembourg, United States, …) and different European instruments.