On 19 May 2025, the Supreme Court (Hof van Cassatie / Cour de Cassation) held that private individuals who perform the daily management of a non-profit association (vereniging zonder winstoogmerk / association sans but lucratif) through a management company qualify as employees for social security purposes.
Background
The case concerned an appeal against a judgment of the Labour Court of Appeal of Brussels (the Labour Court of Appeal) of 13 October 2022.
A payroll agency, incorporated as a non-profit organisation, had entered into a management agreement with a management company for the performance of the daily management of the payroll agency. The daily management was performed by the permanent representative of the management company on behalf of the latter.
The National Social Security Office (Rijksdienst voor Sociale Zekerheid / Office National de Sécurité Sociale – the NSSO) regarded the permanent representative as an employee for social security purposes and claimed arrears of employee and employer’s social security contributions on the management fees, increased with surcharges and legal interests.
The NSSO based its claim on Article 3, 1° of the Royal Decree of 28 November 1969 (Koninklijk besluit van 28 november 1969 tot uitvoering van de wet van 27 juni 1969 tot herziening van de besluitwet van 28 december 1944 betreffende de maatschappelijke zekerheid der arbeiders / Arrêté royal du 28 novembre 1969 pris en exécution de la loi du 27 juin 1969 révisant l’arrêté-loi du 28 décembre 1944 concernant la sécurité sociale des travailleurs – the Royal Decree). According to this provision, any individual who devotes his/her main professional activity to the daily management of a non-profit association or organisation against remuneration should be considered as an employee for social security purposes. As a result, from a social security perspective such an individual cannot perform such activities on a self-employed basis.
Judgment of Labour Court of Appeal
The Labour Court of Appeal ruled that Article 3, 1° of the Royal Decree only applies to private individuals, and not to management companies, unless the structure was set up to avoid the application of the social security scheme for employees. Confirming the judgment delivered in first instance, the Labour Court of Appeal held that the use of a management company is a legitimate and commonly accepted practice and found that the NSSO had failed to demonstrate an intention to circumvent the social security regime applicable to employees.
Judgment of Supreme Court
The Supreme Court overturned the judgment of the Labour Court of Appeal.
It held that the application of Article 3, 1° of the Royal Decree does not require a direct contractual relationship between the mandate holder and the organisation or association considered as the employer. For the rule to apply it is sufficient that a private individual effectively performs the daily management of a non-profit association or organisation in return for remuneration. Article 3, 1° of the Royal Decree causes the relationship with the private individual to be treated as an employment relationship for social security purposes, even if the activities are performed through a management company. The NSSO is not required to show that the aim of relying on a management company was to avoid paying social security contributions.
Relevance of Judgment
The daily management of non-profit associations or organisations is in practice often carried out by private individuals on a self-employed basis through a management company, as is the case in the private sector.
The judgment confirms that the legal fiction which Article 3, 1° of the Royal Decree provides for also applies to private individuals who perform the daily management of a non-profit association through a management company, even in the absence of a direct contractual relationship between the non-profit association and the private individual.
