Fact File Supplied By
Greenwich Mean Time +1.
Luxembourgish, French, German.
Constitutional Monarchy under a system of Parliamentary Democracy.
International dialing code
Civil (Roman) law.
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.
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).
Timescale for new entities
5 to 7 days (subject to the opening of a bank account).
€4,000- €5,000 (notary fees may vary depending on the share capital amount).
€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).
One (Three for an SA with more than one shareholder).
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.
Yes. Need to appoint an individual as permanent representative at the board of directors (SA).
No frequency imposed by law. Meetings each time the company’s interest so requires.
SA: no. SARL: yes. Nominee possible. Ultimate beneficial owner(s) to be disclosed.
SA: yes (only with a depositary). SARL: no.
Public share registry
Yes/at least once a year.
Mandatory annual filing.
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.
Company naming restrictions
Different from existing ones.