The discussions about a legal framework for the European company (SE) had continued for more than 30 years before the Council Regulation No 2157/2001 was finally adopted in October 2001. The national law of the Member States may not be inconsistent with the Regulation, must offer the necessary legal framework to establish an SE, and must allow for an optimal functioning of the SE. This paper focuses on the Belgian company law in force and indicates where new rules need to be established before October 2004. This paper starts with the basic rules for the establishment of an SE in Belgium. It continues with the rules on the management structure. It highlights thepossibilities of a transfer of seat. The Regulation refers to the rules on "national" public limited liability companies. for a large number of issues on the formation and the governance of an SE. Nevertheless, the paper indicates that the Belgian Companies' Code conflicts with the Regulation. In that case, the Belgian SE must apply the Regulation. Hence, due to the reference of the Regulation, it is a necessity to adapt the Belgian legislation by October 2004. A well-developed two-tier board structure must be offered by the Belgian Companies' Code. Furthermore, the Belgian rules that govern the general meeting and the transfer of the seat need to be modified. The involvement of employees must be studied.