Book 7 of the Belgian Civil Code and liability after acceptance: what can you provide for in your construction contract?

Book 7 of the Belgian Civil Code will enter into force on 1 September 2027. For contractors and developers, the new rules on liability after acceptance are particularly relevant. They will affect future disputes, but also your contracts, acceptance procedures and the way defects are managed.

You do not have to adopt every aspect of the statutory regime without modification. For defects that do not threaten structural stability in particular, you can make contractual choices that better reflect your projects and risks. Below, we consider which clauses contractors and developers should review for this purpose.

1. Define the scope of works clearly and comprehensively

The traditional distinction between defects threatening structural stability and minor latent defects remains partly recognisable, but changes both in terminology and in substance. Book 7 now refers to defects of conformity: the works must comply with the contract and with what the client can reasonably expect. Relevant considerations include the applicable rules, established practices and the nature of the works.

A clear description of the scope of works and the intended outcome therefore helps determine the performance, characteristics and results the client can subsequently expect.

Contract action: review the scope clause together with the documents that supplement it:

• Provide a general description of the scope of works and identify the drawings, technical specifications, quotation and other schedules that define it in detail.
• Specify the applicable versions and establish an order of precedence in the event of inconsistencies.
• State whether the listed obligations are exhaustive or supplemented by obligations arising from other contract documents.
• Set out exclusions expressly and check that they are consistent with general obligations elsewhere in the contract.
• Where several parties are involved, allocate responsibility for design, execution and the interfaces between their works.
• Take account of the knowledge and specialist expertise of the client and contractor, and describe their roles accurately. Their status affects what the client can reasonably expect from the works (Article 7.4.15 of the Belgian Civil Code). It is also relevant to the assessment of the inspection expected of the client at acceptance (Article 7.4.9) and the reasonable period for notifying a defect (Article 7.4.18).

Take care: a precisely defined quotation may still be overridden by a general clause requiring the contractor to “carry out all works necessary to achieve the intended outcome to the highest standard of quality”.

2. Specify when legal acceptance of the works takes place

Acceptance without reservations covers defects of conformity that a careful inspection by a prudent and reasonable client in the same circumstances could have revealed. Liability after acceptance remains possible for defects not covered in this way. Acceptance also determines when important liability periods begin.

The general rule in Book 7 provides for acceptance of the completed works at delivery. In construction projects, this generally corresponds to the acceptance procedure at handover. Book 7 does not, however, automatically provide for both provisional and final acceptance procedures. The contract must expressly provide for this two-stage procedure, subject to any applicable special legislation.

The statutory rules governing this two-stage procedure are set out in Article 7.4.56 of the Belgian Civil Code. They apply only to contracts within the definition in Article 7.4.55: contracts for the construction, alteration or demolition of an immovable structure or a substantial part of it, and contracts for professional services relating to the construction, alteration or demolition of an immovable structure.

Where a two-stage procedure is agreed, these rules provide for the client to take possession of the works at provisional acceptance, but for legal acceptance of the works, for liability purposes, to occur in principle only at final acceptance. Many construction contracts provide for legal acceptance to occur at provisional acceptance. That contractual choice remains available. Without an express departure from the statutory rule, legal acceptance and the periods linked to it may begin later than the parties intended.

Article 7.4.56, second paragraph, also introduces a presumption of simultaneous acceptance. Where the client has appointed an architect or another consultant under a separate contract to design the works and supervise their execution, acceptance of the works is presumed also to constitute acceptance of that consultant’s design and supervision services, insofar as performed up to that date. The presumption is rebuttable and may be varied by contract.

Contract action: decide whether you want a single-stage or two-stage acceptance procedure and state expressly which stage constitutes legal acceptance. Also set out the procedure, the recording of reservations and whether acceptance by conduct is possible. Check whether all liability clauses refer to the same acceptance date, or whether other contracts deliberately refer to a different date. Coordinate the building contract, the architect’s appointment and the other relevant appointments accordingly.

3. Set the liability periods for each type of defect

a. Defects of conformity that do not threaten structural stability

For defects of conformity that do not threaten structural stability, Book 7 distinguishes four periods:

• Conformity period: the defect must become apparent within ten years of acceptance.
• Notification period: the client must notify the defect within a reasonable period after discovering it or after it ought to have been discovered.
• Limitation period: the claim becomes time-barred two years after notification, but no earlier than two years after delivery.
• Final cut-off period: the client’s right expires in any event ten years and three months after acceptance.

The reasonable notification period depends on the circumstances. In the event of a dispute, the court will consider factors including the nature of the works and the defect, the status of the parties and established practices. Late notification generally results in the loss of the right to rely on the defect.

Liability also requires a defect that existed, at least in an incipient form, at delivery and arose from a breach attributable to the contractor. For liability after acceptance, it is also necessary to consider whether the defect was already covered by acceptance without reservations. That is the case where a careful inspection by a prudent and reasonable client in the same circumstances could have revealed it. Not every problem arising within ten years is therefore automatically the contractor’s responsibility.

Contract action: address the periods separately. Decide how long you wish to remain liable for ordinary defects of conformity, the period within which they must be notified and how long proceedings may then be brought. A general “warranty period” does not necessarily make clear which of these periods the parties intend to vary.

The rules are, in principle, default provisions. There is greater freedom of contract between businesses than in contracts with consumers. In consumer contracts, restrictions require closer scrutiny under the rules on unfair terms. Even in B2B contracts, a restriction must not deprive the contract of its substance, create a manifest imbalance or contravene the unfair terms regime in the Belgian Code of Economic Law. Reliance on a clause is also subject to the prohibition of abuse of rights.

b. Defects of conformity threatening structural stability

Defects of conformity threatening structural stability are subject to a separate regime. Article 7.4.57 of the Belgian Civil Code concerns defects that affect or threaten to affect the stability or soundness of an immovable structure and result from a breach attributable to the contractor.

The defect must become apparent no later than ten years after acceptance. Proceedings must be brought no later than ten years and three months after acceptance. The ordinary notification period and two-year limitation period do not apply here.

Any clause excluding or restricting this liability is absolutely null and void. Shortening the periods therefore remains prohibited.

A development that resolves an issue previously debated is that the preparatory materials for Book 7 clarify that these periods may be extended. Clients may agree a longer liability period for particular works that require it. Contractors wishing to avoid this will need to check their contracts accordingly.

Contract action: check whether a longer liability period is agreed and which works it covers. Where a period is extended, make clear how the conformity period and the period for bringing proceedings fit together.

4. Define the works falling within Article 7.4.55 of the Belgian Civil Code

As explained in relation to acceptance, the specific section containing Articles 7.4.56 and 7.4.57 applies to the contracts defined in Article 7.4.55. The boundaries of that definition require attention for works at the margins of its scope.

For a new building or a substantial alteration, the position will generally be clear. For limited interventions to an existing structure, there may be a dispute over whether they constitute the alteration of an immovable structure or a substantial part of it. Demolition is also expressly included, although liability for defects threatening structural stability will rarely arise in practice where a structure is demolished completely without further groundworks or structural works.

Contract action: in borderline cases, describe the nature and extent of the works in concrete terms and explain how the parties classify them. For example, state that the parties consider the works to constitute an alteration, or clarify that they regard the relevant element as a substantial part of the property as a whole. This helps prevent disputes over interpretation. A contractual label alone cannot, however, simply change the statutory scope where the works manifestly fall outside the definition in Article 7.4.55.

5. Make notices and suspensions clear and capable of proof

For ordinary defects of conformity, the two-year limitation period starts on notification. An informal text message, an email to a project manager or an item in site meeting minutes may later be relied on as that notification.

Contract action: specify the recipient of the notice, the permitted communication channel and the information it must contain. For example, require the notice to identify the defect clearly and be issued as a separate communication, so that it is not buried in general correspondence or minutes covering several topics.

Support this with an internal procedure. Informal reports must also be logged, assessed and forwarded to the person responsible for the matter.

Calculating the periods does not end with notification. Sufficiently serious negotiations and a court-appointed expert investigation, or an out-of-court expert investigation conducted on an inter partes basis, suspend the two-year limitation period. This suspension does not apply to the final cut-off period.

Contract action: agree how the parties will record the start and end of negotiations, for example through written confirmation and a formal notice terminating negotiations. Also record the terms of reference and progress of an expert investigation in which both parties can participate. This reduces disputes over which periods count towards the limitation period.

Internal action: for each defect, record acceptance, discovery, notification and any proceedings brought. Also keep the start and end dates of negotiations and expert investigations. Agree when the legal department or external counsel should become involved, so that discussions do not inadvertently create a time-bar issue.

What should you do before 1 September 2027?

Review your standard contracts, acceptance clauses and notification procedures together. The new rules apply in principle to contracts concluded from the date of entry into force. Existing matters will generally remain subject to the previous law. Your organisation will therefore need to manage both regimes alongside each other.

Feyaerts Law can assist contractors and developers in adapting their construction contracts, acceptance procedures and internal notification processes ahead of the entry into force of Book 7 of the Belgian Civil Code.