I. Presentation and general scope of the Directive
On 1 April 2026, the EU published Directive (EU) 2026/799 harmonising key aspects of insolvency law across all Member States (the “Insolvency III Directive ”). The Insolvency III Directive represents a significant milestone in the gradual harmonisation of insolvency law within the European Union. It aims to improve transparency and predictability in corporate insolvency rules across the EU, supporting the functioning of the internal market and the Capital Markets Union. Unlike its predecessor, which focused on helping debtors restructure and recover, Insolvency III shifts the emphasis toward preserving the insolvency estate for creditors. Belgium must transpose this Directive into national law by 22 January 2029 – meaning significant changes to Book XX of the Code of Economic Law are on the horizon. The EU legislator has opted for a targeted, minimum harmonisation approach , focusing on six key areas:
- Avoidance actions ;
- Asset tracing and access to information ;
- Pre-pack sales ;
- Directors’ obligation to file for insolvency ;
- Creditors’ committees ;
- Transparency measures , including standardised national information sheets.
II. Key areas
1. Harmonisation and strengthening of avoidance actions
One of the directive’s central pillars is the substantive harmonisation of avoidance actions (clawback mechanisms), aiming to improve creditor protection and predictability. Avoidance actions allow insolvency practitioners to reverse pre-insolvency transactions that have harmed creditors. Key features include:
- A harmonised classification of avoidable transactions , covering:
- preferential payments or security;
- transactions at an undervalue or without consideration;
- acts carried out with intent to prejudice creditors.
- Introduction of minimum look-back periods , ranging from three months to two years, depending on the nature of the transaction.
- Presumptions of knowledge where transactions involve closely connected parties (such as directors, controlling shareholders or affiliates).
- A harmonised limitation period for avoidance actions , capped at three years from the opening of insolvency proceedings.
- Benefits obtained through voided acts must be returned to the insolvency estate.
→ Practical impact: late-stage restructuring, refinancing and intra-group transactions will be subject to increased scrutiny.
2. Enhanced asset tracing and access to information
One of the most significant practical innovations is the set of tools available to the insolvency practitioners to identify and locate assets, particularly in cross-border cases. Insolvency practitioners benefit from three layers of access:
- Bank account registers : designated courts or administrative authorities may access bank account information at the practitioner’s request. This includes accounts held by the debtor as well as by third parties who may have benefited from voidable transactions. The ability to trace hidden financial flows across EU borders addresses one of the most persistent obstacles to effective creditor recovery;
- Beneficial ownership registers : practitioners have timely access to beneficial ownership data, enabling them to identify who ultimately controls assets behind complex structures;
- National registers and databases , such as real estate, vehicles, securities, IP rights and pledges.
It should be noted that the Insolvency III Directive guarantees equal access rights for foreign insolvency practitioners, ensuring non-discrimination. → Practical impact: improved asset recovery, fewer opportunities for asset concealment through jurisdictional fragmentation.
3. EU framework for pre-pack sales
For the first time, EU law establishes a harmonised framework for pre-negotiated sales of distressed businesses (“pre-pack sales”), inspired by systems already in place in certain Member States. Pre-pack proceedings allow a distressed business to be sold as a going concern, preserving its value, before formal insolvency is open. Key features include:
- A two-phase structure :
- a confidential preparatory phase under the supervision of a court-appointed independent monitor ;
- a formal liquidation phase during which formal insolvency is opened and the pre-negotiated sale is executed;
- The debtor may, in some cases, remain in control during the preparatory phase;
- Strict requirements regarding market exposure, valuation and procedural transparency ;
- Enhanced safeguards against insider or connected-party transactions;
- The possibility for the business to be transferred free and clear of pre-existing liabilities , subject to limited statutory exceptions;
- Key creditor protection : security interests are released during the preparatory phase under the same conditions as in regular insolvency proceedings.
4. New harmonised directors’ duty to file for insolvency and personal liability
The Insolvency III Directive introduces a minimum EU standard obligation for directors to initiate insolvency proceedings. Key features include:
- Directors must file for insolvency within a maximum of three months from the moment they know, or ought reasonably to know, that the debtor is insolvent;
- Introduction of a harmonised civil liability standard : failure to comply triggers personal civil liability. Directors must compensate creditors for any deterioration in the recovery value of the company compared to what it would have been had they filed in time ;
- Member States may impose stricter standards.
→ Practical impact: This provides creditors with a direct avenue of recourse against directors personally where their inaction depleted the insolvency estate – a powerful tool in practice.
5. Creditors’ committees
The directive establishes, for the first time at EU level, a structured framework governing creditors’ committees , giving creditors – including cross-border creditors – a formal role in insolvency proceedings. Key features include:
- A right for creditors to request the establishment of a committee. Cross-border creditors are explicitly eligible to participate and be appointed ;
- The committee has the right to be heard on major decisions (including asset sales), to request information from the insolvency practitioner, and to monitor the conduct of proceedings;
- Committee members acting in good faith benefit from limited personal liability , encouraging active participation without excessive personal risk.
→ Practical impact: greater creditor engagement and protection; for creditors with significant claims, this committee is the primary vehicle through which their interests can be represented and protected throughout proceedings.
6. Increased transparency obligations
Each Member State must publish standardised national insolvency information sheets. These will outline
- available insolvency procedures and access conditions;
- claims filing and ranking rules;
- average duration of proceedings and recovery benchmarks;
and should be available by 22 July 2029
→ Objective: enable rapid, comparable understanding of national insolvency regimes for investors and creditors across the EU.
III. Conclusion
Overall, the Insolvency III Directive strengthens the position of creditors across the EU. It reduces legal fragmentation and introduces more predictable, creditor-friendly tools. Three practical takeaways stand out:
- Higher recovery prospects : harmonised avoidance actions and powerful cross-border asset tracing tools should materially improve the ability to locate and recover value ;
- More leverage in proceedings : pre-pack rules, and structured creditors’ committees give creditors a more active and strategic role ;
- Stronger accountability of directors : the harmonised duty to file and related liability create a meaningful avenue for claims when late filings erode the estate.
For Belgian creditors in particular, the transposition into Book XX of the Code of Economic Law may mark a shift toward a more structured, transparent, and enforcement-oriented insolvency framework.
Authors (Simont Braun):
- Fanny Laune
- Michele De Risi
