All companies and groups are required to disclose the statutory audit fees in the notes to the statutory / consolidated financial statements. Belgian parent entities (whether or not obliged to prepare and publish consolidated accounts) are required to disclose the audit and non-audit fees of the group in the consolidated financial statements (or statutory financial statements if no consolidated financial statements are being published).

Small groups and companies exempted from sub-consolidation are required to disclose the audit fees of the group (audited Belgian company + Belgian and foreign subsidiaries) in the notes to the statutory financial statements.

Non-audit fees
 

The disclosure requirements for non-audit fees apply to all audited Belgian companies and therefore also to small Belgian companies that voluntarily appoint a statutory auditor. 

The nature and amount of the fees for permitted non-audit services rendered during the accounting period by the auditor and its network worldwide have to be disclosed in the notes to financial statements (statutory or consolidated):

• For the statutory financial statements, this includes non-audit fees received by the statutory auditor or its network from rendering services to the audited client
• For the consolidated financial statements, these fees include those for services rendered by the statutory auditor and its network, not only to the audited company but also to its Belgian and foreign subsidiaries.

Belgian parent companies that do not publish consolidated financial statements are required to disclose the non-audit fees of the group (audited Belgian company + Belgian and foreign subsidiaries) in the notes to the statutory financial statements. This also applies to small groups and companies exempted from sub-consolidation.

Non-audit services other than the prohibited non-audit services are, in principle, permitted. However, for most companies, the total fees for permissible non-audit services provided by the audit firm (not its network) cannot exceed a certain cap.

Fee cap assessment
 

Fee caps that cannot be exceeded inlcude:

• A 70% fee cap for public interest entities (“PIEs”);
• A 100% fee cap for entities (other than PIEs) that are part of a group that has to prepare and publish consolidated financial statements (a.k.a the “1 to 1 rule”).

Every time the statutory auditor or audit firm (not the network) plans to provide permissible non-audit services, the assessment of the applicable fee cap must be made.

The fee cap assessment should be performed over the 3-year audit mandate period, on an accruals basis, by comparing the audit and non-audit fees paid by the Belgian audited entity as well as its parents and subsidiaries to the statutory auditor or audit firm (not the network). All non-audit services performed by the auditor or the audit firm, except for non-audit services required by law, need to be taken into account for both fee caps.

For purposes of calculating the 100% fee cap, fees for acquisition due diligence services are disregarded.

Exception to the 70% fee cap
 

As stipulated by article 3:64, §2 of the Code of Companies and Associations, the statutory auditor can submit an exemption request to the CTR-CSR for a maximum period of 2 financial years.

Exceptions to the 100% fee cap

While there is only one exception to the 70% fee cap, three exceptions to the 100% fee cap are applicable: 

• In the case that the audit is performed jointly with another statutory auditor (i.e. from a different network). This exception only applies to entities which are not obliged by law to establish an audit committee;
• When the formally established audit committee of the Belgian audited entity or its parent (established in Belgium, the EEA or another country which is a member of the OECD), pre-approves a derogation to the 100% fee cap.
• If the statutory auditor obtains a pre-approval (for a maximum of 2 years) to derogate from the 100% fee cap from the oversight body for statutory auditors (CTBR / CSRE).

The Belgian statutory auditor and his network worldwide are not permitted to provide a certain number of non-audit services to the Belgian audited entity, its parent(s) established in the European Economic Area (“EEA”) and its subsidiaries established worldwide

Read more about prohibited non-audit services