Luxembourg Company (S.á.r.l.)

Description

Set up Company in Luxembourg

Luxembourg is a small European country that offers important business opportunities that compensate for its size. Its central location in Europe allows it to have excellent connectivity to the EU markets and Luxembourg is just a few hours away from important European capitals and business centers like Paris, Frankfurt or Brussels. The country’s economic stability and its openness towards foreign direct investments are two other reasons why entrepreneurs choose to set up a company in Luxembourg.

Company formation in Luxembourg is straightforward both for national and foreign investors. The procedure is simple and quick once you have all the required documents.

How can you open a Luxembourg Fund?

Luxembourg is a well-known financial center where thousands of investment funds operate due to the business-friendly economic environment and the legislation that encourages such investments. This country has the second largest fund market in the world, after the United States, due to a large number of open-ended retail funds that are set up in Luxembourg. Most of the investors chose the form of undertakings for collective investment in transferable securities (UCITS) for company formation in Luxembourg.

Luxembourg is known all around the world as a leading location for setting up an investment fund and, between 1959 and 2010, over 3,500 funds were opened in this country, having net assets of over EUR 2 trillion. The local authorities encourage the foreign investors to come and set up a fund in Luxembourg, a location that is close to the main markets in Europe, offers a well-trained and qualified workforce and provides a stable economic and political environment.

The Luxembourg investment funds are divided into three categories: UCI (undertaking for collective investment), UCITS (undertaking for collective investment in transferable securities – designed for retail investors), SIF (specialized investment funds). These three categories of funds don’t have to pay taxes on their income and capital gains obtained in Luxembourg or a stamp duty on the share issues or transfers.

Our company formation agents can help you open any type of investment fund in Luxembourg and obtain all the necessary documents for operating it.

Requirements for opening a company in Luxembourg

Any company incorporated in Luxembourg needs to have certain documents that will attest to the existence of the legal entity in the Grand Duchy. The articles of association need to be drafted and the founding members must provide specimen signatures, passport copies, and other documents. Once these documents are drafted, they will need to be translated by a certified translator and then submitted to a public notary for authentication. The articles of association are later published in the Luxembourg Official Gazette.

The investors will also have to open a bank account in Luxembourg where the minimum share capital will be deposited. The name of the new company also has to be verified in order to comply with the requirements of the country. This verification can be made at the Trade Register and our experts can help you throughout these incipient phases. A Luxembourg company will also need the main office from where it can perform its business activities. If you are a foreign investor in the country, our partner lawyers in Luxembourg can help you purchase a virtual office at a prestigious business address and help you with the company formation in Luxembourg process.

What types of companies are available in Luxembourg?

There are several types of companies that can be registered in Luxembourg and the most suitable type depends on the investor’s business purposes. While some types of companies are more suited for small and medium-size businesses, others will favor large businesses or be suitable for those corporations that want to expand their activities in the Grand Duchy.

The following types of companies for those interested in Luxembourg company formation are:

• the public limited liability company (S.A.);
• the private limited liability company (S.á.r.l.);
• the general partnership (S.e.N.C.);
• the limited partnership (S.e.C.S.);
• the partnership limited by shares (S.e.C.A.);
• the co-operative company (S.C.)

The private limited liability company and the public limited liability company are two of the most popular business forms in Luxembourg. They require a specific minimum share capital and there are requirements regarding the managing and supervisory bodies of a public limited liability company.

A branch in Luxembourg is a good business option for a foreign company that wants to establish its presence on the market. The newly incorporated company will not be a legal entity in Luxembourg, instead, it will depend completely on the mother-company abroad.

Subsidiaries in Luxembourg are other type of companies preferred by foreign legal entities. Unlike the branch, these companies have legal personality and the foreign company is not liable for their actions. Luxembourg has a perfect blend of an attractive business environment, a stable economy, and numerous business opportunities. If you are interested in setting up a company in Luxembourg, our experts can help you from the earliest stages of company formation.

Together with our team of experts, you will be able to open a company in Luxembourg as quickly as possible and commence your business activities. We can also help you with other professional services like accounting services in Luxembourg.

How can you set up a SARL company in Luxembourg?

Foreign investors who want to open a limited liability company or SARL (société á responsabilité limitée) in Luxembourg, as it is known, need to provide the minimum share capital of EUR 12,500 in a bank account in the Grand Duchy. Also, they need to consider the following requirements for Luxembourg company formation:

• the shares or a SARL in Luxembourg are not transferable without an agreement in this sense;
• a SARL in Luxembourg can be set up by at least two shareholders and no more than 40;
• the company needs to be registered for tax purposes in Luxembourg;
• a name verification needs to be made with the Trade and Companies Register in Luxembourg.

For any information about how to set up a SARL in Luxembourg, the most popular business structure, our team of advisors is at your disposal at any time for company formation in Luxembourg.

Shelf companies in Luxembourg

Sometimes, foreign investors are more interested in purchasing a ready-made company in Luxembourg instead of forming one from scratch. Among the reasons why this is a proper option for their future activities, we mention registration the procedure which is practically inexistent. This means that a ready-made company is registered with the authorities in charge, and the only thing left to do is to observe the requirements for the transfer of the ownership that can be done in just one day. Shelf companies in Luxembourg are not subject to liabilities because they have no financial activities on the market. This is a solid advantage for foreign entrepreneurs in Luxembourg who want to apply for a bank loan in this country. However, it is best to talk to our consultants and find out information about the conditions for purchasing a ready-made company.

We are at your disposal with accounting services in Luxembourg

Our team of accountants can offer a series of accounting services for both national or international entrepreneurs in Luxembourg. Preparation of the inventory and journal register, VAT journals, submitting the annual financial statements, payroll services, tax advice and management, the monthly or quarterly payment obligations, personnel administration plus consultancy and management accounting are among the necessary accounting matters that a company in Luxembourg should receive. We can handle the above-mentioned accounting matters if you are interested in externalizing these services instead of opening an accounting department in the firm.

Virtual office services in Luxembourg

If you are a foreign investor who does not want to set up a company from scratch, you should know that the virtual office packages are at your disposal with a series of services. You can benefit from a prominent business address in the main cities in Luxembourg, and from a virtual office assistant that can handle the mail collection and forwarding via the email in respect with the conditions of the business owner. A local fax and phone number are at the disposal of clients, plus a private number for personal matters in Luxembourg. Also, the voice messages can be forwarded on email and if you request, we can collect the bank statements. You can also benefit from a meeting room for future meetings with potential partners or clients in Luxembourg. A virtual office in Luxembourg addresses to those who want to start a marketing verification before they actually register a business in Luxembourg.

Can foreign companies register subsidiaries in Luxembourg?

Yes, companies from abroad are welcomed to establish subsidiaries in Luxembourg in compliance with the Company Law and the Commercial Code. A subsidiary runs under the rules of limited liability companies, but it can also be incorporated as a joint stock company for a minimum share capital of EUR 31,000.

Reasons to invest in Luxembourg

Luxembourg has managed to maintain its economic stability throughout the global economic and financial crisis. The country’s economy is based on many types of business activities that prove to be a successful blend for the well-being of the Duchy. Financial services, manufacturing, retail, e-commerce, communications, and logistics, as well as imports and exports, are some of the most important and successful business fields in Luxembourg.

Luxembourg’s favorable legal and tax regime are the main attraction for companies that want to base their headquarters in a highly accessible and connected European business hot spot. Foreign companies in Luxembourg benefit from even more advantages because of a large number of double tax treaties concluded by the Grand Duchy with numerous countries worldwide. These treaties help protect against the double taxation of the foreign-source income, so taxpayers do not have to worry about paying the same taxes in both countries.

Investors in Luxembourg will also be pleased to find that the country has a skilled and multilingual workforce. Also, a large percentage of the employees in Luxembourg are cross-border commuters, another proof that the small country is open to international investments and collaboration. Finally, the quality of life in Luxembourg is another key factor that attracts business owners and employees alike. Luxembourg may be one of the world’s smallest countries, but it is also one of the wealthiest.

You can contact our representatives for company formation in Luxembourg if you have any additional questions.