COREDO > Company Formation in Luxembourg

Company Formation in Luxembourg

Why Register a Company in Luxembourg

Luxembourg is one of Europe’s leading financial centres, offering strong investment appeal, a stable economy, and a prestigious international reputation. The jurisdiction provides flexible corporate and tax regulation, access to the European market, no currency controls, and favourable conditions for holding companies, investment funds, and international structures.

The COREDO team has been operating since 2016, providing full support for company registration in Luxembourg and other EU jurisdictions.

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Cost of the service
from 8 640 EUR

Types of Companies in Luxembourg

Luxembourg legislation provides several legal forms for conducting business. The choice of form depends on the scale of operations, the number of participants, capital requirements, and the company’s objectives.

SARL (Société à Responsabilité Limitée)

Limited liability company. The most common form in Luxembourg — approximately two thirds of all companies in the country are registered as SARLs. The minimum share capital is EUR 12,000, which must be fully subscribed and paid up at incorporation. The articles of incorporation are drawn up through a notary.

SARL-S (Société à Responsabilité Limitée Simplifiée)

Simplified limited liability company. A lighter version of the SARL with a minimum share capital starting from EUR 1. Incorporation is possible without a notary — on the basis of a private deed (sous seing privé). Suitable for start-up entrepreneurs with limited initial capital.

SA (Société Anonyme)

Public limited company. Designed for medium and large businesses. The minimum share capital is EUR 30,000. Suitable for companies planning to attract external investment or pursue a public listing.

SENC (Société en Nom Collectif)

General partnership. All partners bear unlimited and joint liability for the company’s obligations. There is no minimum capital requirement.

SECA (Société en Commandite Simple)

Limited partnership. Includes at least one general partner with unlimited liability and one limited partner whose liability is restricted to the amount of their contribution.

SCA (Société en Commandite par Actions)

Partnership limited by shares. Combines elements of a limited partnership and a public limited company. The minimum share capital is EUR 30,000. This form may be used for structuring investment funds and holding structures.

Investment funds and holding companies are the most common forms of business in the country. Luxembourg ranks second in the world after the United States in terms of investment fund assets, making it the leading asset management centre in Europe.

Company Registration Procedure

Company registration in Luxembourg is carried out through an entry in the Trade Register — RCS (Registre de Commerce et des Sociétés). The main steps include: selecting the company name and legal form, drafting the articles of association and bylaws, and providing passport details of the founders. All documentation must be translated by a certified translator and notarised (for SARL and SA).

After the documents are submitted, the RCS administrator conducts a legal review within three business days. The articles of incorporation are published in the electronic register RESA (Recueil Électronique des Sociétés et Associations) within 15 days of submission. Since November 2024, registration with the RCS requires a Luxembourg national identification number (NIN) for all directors and shareholders.

Any company operating in Luxembourg must have a director — this can be either a natural or a legal person, and their residency is not relevant. For public limited companies (SA), the legislation requires a board of directors with a minimum of three members. Opening a corporate bank account at one of Luxembourg’s banks is also mandatory. Additionally, beneficial owners must be registered in the RBE (Registre des Bénéficiaires Effectifs).

An important element of the procedure is verifying the company name — it must not coincide with names already registered in the RCS. The availability of a name can be checked through the register’s electronic system. Upon completion of registration, the company receives a unique registration number (numéro RCS), which is used in all official documents and commercial transactions.

Required Documents

To register a company in Luxembourg, the following documents are required: the articles of association and bylaws (for SARL and SA — notarised), identity documents of the founders and directors, proof of share capital deposit into a bank account, information on beneficial owners for registration in the RBE, and data on the Luxembourg national identification number (NIN) for all registered persons. Foreign documents must be translated and, where necessary, apostilled.

Registration Timeline

Company registration in Luxembourg typically takes approximately two weeks from the submission of a complete set of correctly prepared documents. This period includes the preparation and notarisation of the founding documents, a legal review by the RCS within three business days, and publication in RESA. Obtaining licences for regulated activities (financial services, insurance, asset management) may significantly extend the overall timeline. Financial supervision in Luxembourg is carried out by the CSSF (Commission de Surveillance du Secteur Financier), which is responsible for the licensing and supervision of credit institutions, investment funds, and insurance companies.

Cost of Services

The cost of COREDO’s company formation package in Luxembourg (SARL) is EUR 8,640 + VAT. The package includes: preparation of the Articles of Association, resolutions on establishment, submission of documents for remote registration, and payment of mandatory state fees. Notary fees are invoiced separately (approximately EUR 1,800). The minimum share capital (EUR 12,000 for SARL, EUR 30,000 for SA) must be paid up at incorporation and is not included in the package. A local director is required — COREDO recommends a combination of two local directors and one non-resident director.

Additional services: registered address — EUR 3,360/year, first local director — EUR 6,240/year, second local director — EUR 4,560/year, company maintenance (from year 2) — EUR 2,640, bank account opening (no physical presence required) — EUR 4,200, accounting — from EUR 590/month, company extract with apostille — EUR 1,560.

Luxembourg Tax System

Luxembourg offers a competitive tax system. The corporate income tax (CIT) rate depends on the taxable income: for companies with income below EUR 175,000, a rate of 14% applies; for companies with income exceeding EUR 200,000, the aggregated rate including the solidarity surtax is 17.12%. The combined effective tax rate for companies registered in Luxembourg City is approximately 23.87%, including the municipal business tax (taxe professionnelle communale) of 6.75%.

An important feature of Luxembourg’s tax system is the participation exemption regime: dividends and capital gains received from qualifying subsidiaries may be fully exempt from taxation provided certain conditions are met — in particular, a holding of at least 10% of shares for a minimum of 12 months. This regime makes Luxembourg exceptionally attractive for establishing holding structures and managing international investments. Furthermore, Luxembourg does not levy a net wealth tax on certain asset classes.

Tax benefits depend on the chosen legal form and type of activity. Luxembourg has concluded double tax treaties with more than 80 countries, which significantly reduces the tax burden for companies engaged in international activities. For companies unfamiliar with local regulations, a consultation with a tax specialist is recommended.

Opening a Bank Account

After registering a company in Luxembourg, it is necessary to open a corporate bank account. Luxembourg’s banking system is highly developed — both local and international banks operate in the country, including subsidiaries of major German, French, and Swiss financial institutions. Luxembourg is one of the largest banking centres in the Eurozone, with a high concentration of private banks and fund administrators.

Banking regulation is carried out by the BCL (Banque centrale du Luxembourg) and the CSSF. Deposits in Luxembourg banks are protected by the deposit guarantee scheme in accordance with EU Directive 2014/49/EU — up to EUR 100,000 per depositor. The timeframe for opening a corporate account is typically 14 to 21 days. To open an account, the following are required: founding documents, proof of registration with the RCS, information on beneficial owners, and the company’s business plan. More details about this service are available on the page opening a bank account in Luxembourg.

Our Experts

Pavel Kos

Head of Legal. Pavel has been working at COREDO since June 2017 and has extensive experience in supporting corporate projects across dozens of European jurisdictions, including the preparation of founding documents, structuring corporate groups, and liaising with regulatory authorities.

Basang Ungunov

Lawyer, also works with clients; he joined the COREDO team in June 2022 and specialises in legal services and the preparation of legal opinions.

Frequently Asked Questions

What is the minimum share capital for registering a SARL in Luxembourg?

The minimum share capital for a SARL is EUR 12,000, which must be fully paid up at incorporation. For the simplified form SARL-S, the minimum capital is reduced to EUR 1.

Is a Luxembourg resident required on the board of directors?

No, a director of a company in Luxembourg can be either a natural or a legal person with no residency requirements.

How long does it take to register a company in Luxembourg?

With a complete set of documents, the procedure typically takes approximately two weeks. The RCS legal review is completed within three business days.

What tax rates apply to companies in Luxembourg?

The CIT rate ranges from 14% (income below EUR 175,000) to 17.12% (income exceeding EUR 200,000, including the solidarity surtax). The effective rate in Luxembourg City is approximately 23.87%, including the municipal business tax.

Does COREDO assist with opening a bank account after registration?

Yes, COREDO provides assistance in opening corporate bank accounts in Luxembourg. The opening process typically takes 14 to 21 days.

What are the benefits of the participation exemption regime in Luxembourg?

The participation exemption regime allows dividends and capital gains received from qualifying subsidiaries to be exempt from taxation, provided a holding of at least 10% of shares for a minimum of 12 months. This makes Luxembourg one of the most attractive jurisdictions for holding structures.

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COREDO specialists provide full support throughout the company registration process in Luxembourg — from document preparation to registration in the Trade Register and tax registration. Since 2016, we have been helping entrepreneurs from dozens of countries successfully build business structures in Europe and beyond.