Registering a company in Luxembourg - YB Case 2023

Company registration in Luxembourg

Company registration in Luxembourg

The Grand Duchy of Luxembourg is one of the smallest sovereign states located in Western Europe. Luxembourg is a member of such international organizations: the EU, OECD, as well as a member of the Benelux (together with Belgium and the Netherlands).

This is the one of the richest countries in Europe. It is in Luxembourg that many international organizations are located. Luxembourg is one of the top-5 countries in terms of income. The basis of the economy is a developed service sector and financial sector.

Setting up a company in Luxembourg will be a great idea for those, who want to open a profitable business in Europe.

Business benefits

If you are planning to register a company in Luxembourg remotely, then we recommend you considering the following advantages of the jurisdiction:

  • An internationally recognized financial center;
  • The reliability and prestige of the state;
  • Political stability of the country;
  • Stable economy with high income and low inflation;
  • Tax benefits (have attracted companies such as Amazon, Skype);
  • Customer service in Russian;
  • Confidentiality of information;
  • State guarantees for deposits;
  • Double taxation agreements signed with more than 50 countries;
  • Attractive investment sector.

Legal forms

If you want to carry on business in this country, then you have the following opportunities:

  1. To register a SA in Luxembourg (Société Anonyme Holding Company – Joint-Stock Company).
  2. To open a Luxembourg SOPARFI (Société de Participation Financière – a Holding Company with a special regime, taxed in full).
  3. To set up a SARL in Luxembourg (Société à responsabilité Limitee – Private LLC).

In Luxembourg, the most common legal form is SARL.

This type of company can be used for all commercial purposes – from trade in goods to asset management.

Key features of Luxembourg companies

If you are intended to register a Luxembourg company, then you should note the following:

  • Financial and insurance sector companies cannot be formed as LLCs;
  • SARL, the German name is "GmbH", and the English "LTD" must be approved at the Commercial Register;
  • The Articles of Association of SARL is drawn up by the founders, after which it is presented to the notary. Upon registration, shareholders sign the Articles of Association with a notary public;
  • From 1 to 40 shareholders (there can be private or corporate persons of any nationality);
  • The share capital for SA is 31,000 euros, for SARL is 12,500 euros (provided in full). Capital is divided into registered shares, which have the same value. Share capital can be expressed in any currency (subject to full conversion into euros);
  • Shares are not transferable, the transfer of shares must be notarized in the Act;
  • At least 1 director (private or corporate persons, no residency requirements);
  • A registered address and office in Luxembourg;
  • If there are more than 25 shareholders, then holding a general annual meeting is not necessary;
  • Under conditions, SOPARFI may be exempted from corporate tax. SA is subject to corporate income tax of 21% (provided that the profit is more than 15,000 euros) or 20% (provided that the profit is less than 15,000 euros). SARL is subject to 22.88%. Also, permanent missions of foreign companies pay municipal business tax in the amount of 6.75%;
  • All Luxembourg companies must keep copies of all financial documents. Annually, auditors are provided with bank statements, documents on losses and profits. An income statement is required.

If you decide to set up a company in Luxembourg, then you can request for a qualified advice from YB Case specialists. We will provide you with advice on opening an account in Luxembourg bank, obtaining a business license and preparing all the necessary documents.

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