A public limited company in Luxembourg or Société Anonyme – SA
is one of the most common and appreciated business structures in this country. The formalities for opening a Luxembourg SA
can be explained to you by one of our specialists
with experience in the field. We invite you to read in the following lines some of the characteristics and formalities for opening a public limited company in Luxembourg
How to open a Luxembourg SA
A public limited company in Luxembourg can be established taking into account the following aspects:
- Deeds of Incorporation, the main documents of the company, are drawn up in front of the notary.
- Luxembourg SA requires the formation of the Articles of Association, with information about those involved in its establishment, company name and purpose, the registered office, the initial paid capital, duration of company (limited or unlimited), etc.
- EUR 30,000 is the minimum share capital for a public limited company in Luxembourg that must be deposited in a local bank account.
- A management and a supervisory board are required.
- The directors of the Luxembourg SA can be legal or natural persons.
- The registration for tax payment is required for opening a Luxembourg SA.
We recommend specialized help regarding the registration of a public limited company in Luxembourg
. You can also benefit from the services of our accounting firm in Luxembourg
, as soon as you register a Luxembourg SA
Liability of Luxembourg SA shareholders
It is important to specify that when a public limited liability company is established in Luxembourg, the stockholders are accountable up to the level of the contributions to the share capital of the firm. Here are other important aspects about liability in Luxembourg SA:
- The shareholders are equally and individually liable to third parties for the capital not genuinely contributed and also for the difference between the minimum capital obligations and the paid amount.
- It is also valid for the case where effective payment of 25% of the contributed stocks is made, and for the payment, within 5 years of the shares made for non-cash payments.
Also, it is good to know that the restrictions on the powers of the board of managers are not requisite for third parties. Nevertheless, it is possible to appoint the liability to one or more directors of a Luxembourg SA to represent the business, in acts or court, as stipulated by the Articles of Association.
We can help foreigners start a company in Luxembourg by managing the formalities and procedures.
Accounting criteria that must be respected
Once you open a public limited company in Luxembourg, you must have statutory auditors for the legal audit of financial statements, mainly after 2 consecutive financial years, if exceeds 2 out of the following conditions:
- EUR 4.4 million as the total balance sheet,
- EUR 8.8 million as net turnover,
- 50 full-time employees in the firm.
We specify that you can discuss all these aspects with one of our specialists in company formation in Luxembourg
. We are at your disposal with complete information about how to open a public limited company in Luxembourg
- In 2022, around 37,900 companies were registered in the non-financial sector in Luxembourg.
- More than 300,000 people were employed in the non-financial sector of Luxembourg in 2022.
If you want more information about how to open a public limited company in Luxembourg
? Contact us
online or by phone to learn more about this topic.