company formation luxembourg

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Company Formation Luxembourg

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Articles

Set up Company in Luxembourg

Updated on Wednesday 16th November 2022

Company formation in Luxembourg is a straightforward process both for national and foreign investors with the help of our specialists. The procedure is simple and quick once you have all the required documents. 
 

 Quick Facts  
  Types of companies

Société anonyme

Limited liability company

Company ''en nom collectif''

Limited partnership

Company limited by shares

Cooperative society

Cooperative society functioning as an SA

Minimum share capital for LTD Company 

EUR 12,000

Minimum number of shareholders for Limited Company 

 1
Time frame for the incorporation (approx.) 

3 weeks

Corporate tax rate

17%

Dividend tax rate 

15%

VAT rate 

17%, a reduced rate of 8% also applies to certain goods

Number of double taxation treaties (approx.) 82
Do you supply a registered address?   Yes 
Local director required   No 
Annual meeting required  Yes
Redomiciliation permitted Yes
Electronic signature  Yes
Is accounting/annual return required?  Yes 
Foreign-ownership allowed  Yes 
Any tax exemptions available?  50% tax exemption for dividend incomes received  from EU subsidiary
Tax incentives Investment tax credits

 

Requirements for opening a company in Luxembourg

 

Any company incorporated in Luxembourg needs to have certain documents that will attest the registration of the legal entity in the Grand Duchy. The articles of association need to be drafted and the founding members must provide specimen signatures, passport copies, and other documents. Once these documents are drafted, they will need to be translated by a certified translator and then submitted to a public notary for authentication. The articles of association are later published in the Luxembourg Official Gazette.
 
The investors will also have to open a bank account in Luxembourg where the minimum share capital will be deposited. The name of the new company also has to be verified in order to comply with the requirements of the country. This verification can be made at the Trade Register and our experts can help you throughout these incipient phases. A Luxembourg company will also need an office from where it can perform its business activities. If you are a foreign investor in the country, our partner lawyers in Luxembourg can help you purchase a virtual office at a prestigious business address and help you with the company formation in Luxembourg process. 
 
 

What types of companies are available in Luxembourg?

 
There are several types of companies that can be registered in Luxembourg and the most suitable type depends on the investor’s business purposes. While some types of companies are more suited for small and medium-sized businesses, others will favor large businesses or be suitable for those corporations that want to expand their activities in the Grand Duchy.
 
The following types of companies are for those interested in Luxembourg company formation:
 
  • the public limited liability company (S.A.);
  • the private limited liability company (S.á.r.l.);
  • the general partnership (S.e.N.C.);
  • the limited partnership (S.e.C.S.);
  • the partnership limited by shares (S.e.C.A.);
  • the co-operative company (S.C.)
 
The private limited liability company and the public limited liability company are two of the most popular business forms in Luxembourg. They require a specific minimum share capital and there are requirements regarding the managing and supervisory bodies of a public limited liability company.
 
branch in Luxembourg is a good business option for a foreign company that wants to establish its presence on the market. The newly incorporated company will not be a legal entity in Luxembourg, instead, it will depend completely on the mother-company abroad.
 
Subsidiaries in Luxembourg are other type of companies preferred by foreign legal entities. Unlike the branch, these companies have legal personality and the foreign company is not liable for their actions. If you are interested in setting up a company in Luxembourg, our experts can help you from the earliest stages of company formation.
 
Together with our team of experts, you will be able to open a company in Luxembourg as quickly as possible and commence your business activities. We can also help you with other professional services like accounting services in Luxembourg.
 

How can I set up a SARL company in Luxembourg?

 
 
Foreign investors who want to open a limited liability company or SARL (société á responsabilité limitée) in Luxembourg, as it is known, need to provide the minimum share capital of EUR 12,500 in a bank account in the Grand Duchy. Also, they need to consider the following requirements for Luxembourg company formation:
 
  • the shares or a SARL in Luxembourg are not transferable without an agreement in this sense;
  • SARL in Luxembourg can be set up by at least two shareholders and no more than 40;
  • the company needs to be registered for tax purposes in Luxembourg;
  • a name verification needs to be made with the Trade and Companies Register in Luxembourg.
 
For any information about how to set up a SARL in Luxembourg, our team of advisors is at your disposal at any time for company formation in Luxembourg. 
 
Have you decided on establishing a company in Russia? You will also have to consider the accounting legislation. That is why we recommend the services of our accountants in Russia. Payroll, HR administration, bookkeeping, audits or preparation and submission of annual financial statements are among the most important accounting aspects that are necessary in a company.
 

How can I open a Luxembourg Fund?
 

Luxembourg is a well-known financial center where thousands of investment funds operate due to the business-friendly economic environment and the legislation that encourages such investments. Most of the investors choose the form of undertakings for collective investment in transferable securities (UCITS) for company formation in Luxembourg. In case you would like to set up an investment fund in Luxembourg, we recommend our partnersFiduciaire-Luxembourg.com.
 
Our company formation agents can help you open any type of investment fund in Luxembourg and obtain all the necessary documents for operating it.
 
 
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Shelf companies in Luxembourg

 
Sometimes, foreign investors are more interested in purchasing a ready-made company in Luxembourg instead of forming one from scratch. Among the reasons why this is a proper option for their future activities, we mention the registration procedure which is practically inexistent. This means that a ready-made company is registered with the authorities in charge, and the only thing left to do is to observe the requirements for the transfer of the ownership that can be done in just one day.
 
Shelf companies in Luxembourg are not subject to liabilities because they have no financial activities on the market. This is a solid advantage for foreign entrepreneurs in Luxembourg who want to apply for a bank loan in this country. However, it is best to talk to our consultants and find out information about the conditions for purchasing a ready-made company.
 

Accounting services in Luxembourg

 
Our team can offer accounting services for both national or international entrepreneurs in Luxembourg. Preparation of the inventory and journal register, VAT journals, submitting the annual financial statements, payroll services, tax advice and management, the monthly or quarterly payment obligations, personnel administration plus consultancy and management accounting are among the necessary accounting matters that a company in Luxembourg should receive. We can handle the above-mentioned accounting matters if you are interested in externalizing these services instead of opening an accounting department in your firm.
 

Virtual office services in Luxembourg

 
If you are a foreign investor who does not want to set up a company from scratch, you should know that the virtual office packages are at your disposal with a series of services. You can benefit from a prominent business address in Luxembourg and from a virtual office assistant who can handle the mail collection and forwarding via the email in respect with the conditions of the business owner. A local fax and phone number are at the disposal of clients, plus a private number for personal matters in Luxembourg. Also, the voice messages can be forwarded on email and, if you request, we can collect the bank statements. You can also benefit from a meeting room for future meetings with potential partners or clients in Luxembourg. A virtual office in Luxembourg addresses to those who want to start a marketing verification before they actually register a business in Luxembourg. 
 

Can foreign companies register subsidiaries in Luxembourg?

 
Yes, companies from abroad are welcomed to establish subsidiaries in Luxembourg in compliance with the Company Law and the Commercial Code. A subsidiary runs under the rules of limited liability companies, but it can also be incorporated as a joint stock company for a minimum share capital of EUR 31,000.
 

Reasons to invest in Luxembourg

 
Luxembourg has managed to maintain its economic stability throughout the global economic and financial crisis. The country’s economy is based on many types of business activities that prove to be a successful blend for the well-being of the Duchy. Financial services, manufacturing, retail, e-commerce, communications, and logistics, as well as imports and exports, are some of the most important and successful business fields in Luxembourg.
 
Luxembourg’s favorable legal and tax regime are the main attractions for companies that want to base their headquarters in a highly accessible and connected European business hot spot. Foreign companies in Luxembourg benefit from even more advantages because of a large number of double tax treaties concluded by the Grand Duchy with numerous countries worldwide. These treaties help protect against the double taxation of the foreign-source income, so taxpayers do not have to worry about paying the same taxes in both countries.
 
Investors in Luxembourg will also be pleased to find that the country has a skilled and multilingual workforce. Also, a large percentage of the employees in Luxembourg are cross-border commuters, another proof that the small country is open to international investments and collaboration. Finally, the quality of life in Luxembourg is another key factor that attracts business owners and employees alike. Luxembourg may be one of the world’s smallest countries, but it is also one of the wealthiest.
 
 
You can contact our representatives for company formation in Luxembourg if you have any additional questions.
 

 
 

Meet us in Luxembourg

Contact our specialists in company formation in Luxembourg, who have a large experience in finance and international business. 

Set up an appointment with us at +352 671 533 922. Alternatively you can incorporate your company without traveling to Luxembourg.
 

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Testimonials

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The team from CompanyFormationLuxembourg.com is very qualified and benefits from extensive expertise in this area. I would definitely recommend them to any entrepreneur decided to start his own business here.

Mihai Cuc, Partner of
Enescu&Cuc; Law Firm
www.romanianlawoffice.com

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