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01/12/22

GLOBAL REGULATION: Banks failing to comply with anti-corruption rules and sanctions lists, says study.

01/12/22

GLOBAL REGULATION: EU lawmakers adopt tax proposal on tackling shell companies.

01/12/22

FINTECH: European Union eyeing digital asset taxation change.

01/12/22

CYPRUS: Golden passport trial delayed until next year.

01/12/22

EUROPE: Commission recommends EU funds for Hungary remain frozen.

30/11/22

CANADA: NDP calls on Trudeau to take on Billionaires and tax the rich.

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Fact File

Fact File Supplied By

CMS Luxembourg.

Location

Central Europe.

Time Zone

Greenwich Mean Time +1.

Population

630,000.

Capital

Luxembourg.

Airport(s)

One.

Language

Luxembourgish, French, German.

Currency

Euro.

Political System

Constitutional Monarchy under a system of Parliamentary Democracy.

International dialing code

+352.

Legal system

Civil (Roman) law.

Centre's expertise

Financial.

Personal income tax

Progressive rates ranging from 0% to 42% which is increased by a solidarity surcharge (7% or 9% depending on the taxpayer’s situation).

Corporate income tax

24.94% (for Luxembourg-City) in 2022.

Exchange restrictions

No.

Permitted currencies

Any convertible currency.

Minimum authorised capital

EUR 12,000 (SARL) or EUR 30,000 (SA) or equivalent in another currency.

Minimum share issue

Shares must be subscribed at 100% and paid up to at least 25% (SA). Shares must be subscribed and paid up at 100% (SARL).

Shelf companies

Yes.

Timescale for new entities

5 to 7 days (subject to the opening of a bank account).

Incorporation fees

€4,000- €5,000 (notary fees may vary depending on the share capital amount).

Annual fees

€10,000 (depending on the type of company, type of activities carried out, the service providers hired by the company and the services provided by third parties).

Minimum number

One (Three for an SA with more than one shareholder).

Residency requirements

No. It is advisable to have a majority of Luxembourg resident directors for tax substance but it is not a statutory requirement under company law. It is also advisable that board meetings be held in Luxembourg.

Corporate directors

Yes. Need to appoint an individual as permanent representative at the board of directors (SA).

Meetings/frequency

No frequency imposed by law. Meetings each time the company’s interest so requires.

Disclosure

SA: no. SARL: yes. Nominee possible. Ultimate beneficial owner(s) to be disclosed.

Bearer shares

SA: yes (only with a depositary). SARL: no.

Minimum number

One.

Public share registry

No.

Meetings/frequency

Yes/at least once a year.

Annual return

Mandatory annual filing.

Audit requirements

SA requires a commissaire; SARL requires a commissaire when the number of shareholders exceeds 60. Appointment of an independent statutory auditor (réviseur d’entreprises agréé) if two of the following conditions are exceeded: average number of employees of 50; balance sheet total of €4,400,000; net turnover of €8,800,000. SA and SARL do not require a commissaire if a réviseur d’entreprises agréé is appointed.

Registered office

Luxembourg.

Domicile issues

No.

Company naming restrictions

Different from existing ones.