We provide a range of services in Luxembourg, company formations, company secretarial and company documents.
Société à Responsabilité Limitée or Sàrl is the equivalent to a limited liability company.
It is not a requirement to visit Luxembourg to complete your incorporation.
The registry may request a French or German translation if a foreign language is used. Your company name will need to end with Sàrl.
Only one director is required for a Luxembourg Sàrl, and there are no restrictions on nationality or residency. As certain industries require a business license, we recommend that companies operating in those industries have a director resident in Luxembourg or the European Union.
The names and details of directors do not appear on public record.
Only one shareholder of any nationality is required for your Luxembourg Sàrl.
The minimum share capital for a Sàrl is €12,000 and the capital may be expressed in any currency. Shares are not freely transferable, transfers require the agreement of all shareholders.
The company’s capital is divided into equal equity interests with a par value not less than €25, and the transfer of shares to parties who are not shareholders is subject to strict conditions laid down in Article 189 of the Act on Commercial Companies.
Your Luxembourg company must have a registered office, which must be an address in Luxembourg. The registered office is where documents may be legally served on the company. we provide this registered office service in Luxembourg.
Companies with fewer than 25 shareholders, it is not mandatory to hold an ordinary general meeting of the shareholders.
Luxembourg has announced proposals to introduce registries of company and trust beneficial ownership. The draft law introduces new obligations on trustees to maintain and make available information on their beneficial owners. The new register will be administered by Luxembourg's companies registry, the Registre de Commerce et des Societes.
The Soparfi is a fully taxable Luxembourg resident company that takes advantage of the participation exemption in Luxembourg and that may benefit from double taxation treaties signed by Luxembourg as well as the provisions of the EU Parent-Subsidiary Directive.
The statutes or Articles of Incorporation must be published in either French or German, they must specify the objects of the company, the share capital and shareholders, directors, year end date and details on the annual general meeting.
The paid-up capital must be deposited with a bank, which will then issue a certificate confirming that the amount has been deposited. This certificate is sent to the Notary to confirm that the capital is held in the company's bank account.
Shareholders may be individuals or companies of any nationality or residence.
Directors may be individuals of any nationality or residence. They are elected for up to six years and can be re-elected, unless otherwise specified by the company statutes.
The articles of incorporation and the names of all directors must be published - Publication is in two stages: first by being deposited with the business register (Registre de Commerce et des Sociétés) within one month of completion of the deed of incorporation, and secondly by formal publication in the official journal of the Grand Duchy - the Mémorial du Grand-Duché de Luxembourg, Recueil Spécial des Sociétés et Associations; within a month of deposit with the registrar.