Document background
The Company Disclosure Letter is an essential document in corporate transactions under Belgian law, typically used in mergers, acquisitions, or significant investments. It serves as a comprehensive record of disclosures, exceptions, and qualifications to the warranties and representations made in the main transaction agreement. This document is particularly crucial as it offers protection to the disclosing party by preventing warranty claims on matters that have been properly disclosed. Under Belgian law, specifically the Companies and Associations Code, such disclosures must be clear, specific, and adequately detailed to be effective. The document typically includes information about corporate structure, financial matters, material contracts, employment issues, litigation, regulatory compliance, and other business-critical aspects. The Company Disclosure Letter must be carefully drafted to ensure it meets both Belgian legal requirements and international business standards, especially important in cross-border transactions involving Belgian entities.
