Jurisdictions
Regions
Industry Sectors
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.
