Company Incorporation in Luxembourg
Formation of a Luxembourg company — a Luxembourg notary executes the deed of incorporation (a SARL-S may instead be formed by private deed), the company is entered in the Registre de Commerce et des Sociétés (RCS) at Luxembourg Business Registers and published free in RESA, and beneficial owners are declared to the RBE. A commercial activity first needs a business permit (autorisation d'établissement) from the Ministry of the Economy. The SARL needs €12,000 of fully paid-up capital; the SARL-S (the '1-euro company') can be formed from €1 by natural persons; the SA needs €30,000 (at least a quarter paid up).
10–25 business days
EUR
Compare the structures
Every column is a vehicle you can actually incorporate here, and each is bought on its own terms. Every fact carries where it was read: on the authority’s own page, or — marked Indicative — on a filing platform or publication we name and link. Anything we could not read anywhere is marked Pending verification and confirmed with the authority before you pay.
| Société à responsabilité limitée (SARL)The main SME / holding (SOPARFI) vehicle and standard foreign subsidiary — €12,000 fully paid-up capital, formed by notarial deed | Société à responsabilité limitée simplifiée (SARL-S)Natural-person founders wanting a low-capital limited company from €1, by private deed with no notary | Société anonyme (SA)Larger, regulated or listing companies and fund/holding vehicles — €30,000 capital, at least 25% paid up | Societe en commandite simple / speciale (SCS / SCSp) - common / special limited partnershipInvestment funds and alternative-investment / private-equity structuring, where tax transparency and contractual flexibility are wanted | Entreprise individuelle - sole proprietorship / self-employedIndividual traders, craftspeople and liberal professionals wanting the simplest form and accepting unlimited personal liability | Succursale - branch of a foreign companyA foreign parent wanting a Luxembourg presence without forming a separate legal entity | |
|---|---|---|---|---|---|---|
| Minimum owners | 1 | 1 | 1 | 2 | 1 | 1 |
| Maximum owners | 100 | 100 | Pending verification | Pending verification | 1 | Pending verification |
| Minimum directors | 1 | 1 | 1 | Pending verification | Pending verification | 1 |
| Liability | limited | limited | limited | unlimitedmixed | unlimited | unlimited |
| Foreign ownership | Yes | Yes | Yes | Yes | Pending verification | Yes |
| Tax treatment | Opaque company subject to corporate income tax (IRC) plus the 7% employment-fund surcharge and municipal business tax (I… | Taxed like an ordinary SARL: IRC + 7% surcharge + ICC (combined 23.87% in Luxembourg-Ville, 2025), net wealth tax and 15… | Same corporate regime as the SARL: IRC + 7% surcharge + ICC (combined 23.87% in Luxembourg-Ville, 2025), net wealth tax,… | Generally TAX-TRANSPARENT for corporate income tax when properly structured (income taxed in the partners' hands), but m… | Not a separate taxable entity: business profit is taxed as personal income of the proprietor at the progressive income-t… | A branch is not a separate legal person; the foreign company remains liable. A Luxembourg permanent establishment is tax… |
| Audit required | No | No | Yes | Pending verification | No | Pending verification |
| Audit threshold | A SARL must appoint an approved statutory auditor (reviseur d'entreprises agree) only when it exceeds two of three size … | Same size-based audit test as the SARL; a SARL-S is by design a small company and normally exempt from statutory audit. | Same size-based two-of-three test as other companies for the statutory audit by an approved auditor; larger SAs and thos… | Pending verification | Pending verification | Pending verification |
| Annual compliance | Medium | Low | High | Medium | Low | Medium |
| Typical use | Foreign parent's Luxembourg subsidiary, a SOPARFI holding company, or an SME. Requires a notarial deed of incorporation … | A single natural-person founder starting a small business who wants to incorporate cheaply (no notarial deed) with capit… | Financial institutions, larger corporates, listed companies and investment/holding structures needing freely transferabl… | Luxembourg alternative-investment fund vehicles (RAIF/SIF) and PE/VC fund partnerships, typically with a Luxembourg SARL… | A local sole trader or freelancer holding a business permit and registered with the RCS (if a trader) and the social-sec… | Foreign company registering a branch to operate in Luxembourg while keeping the head office abroad. |
What we will need from you
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Notarial deed of incorporation and articles of association (statuts)
Executed before a Luxembourg notary for a SARL or SA; a SARL-S may instead be formed by private deed (no notary). The notary handles the RCS filing.
Bank blocking certificate for the paid-up share capital
€12,000 in full for a SARL; €1–€12,000 for a SARL-S; €30,000 (≥25% paid) for an SA. Paid into a blocked Luxembourg bank account.
Identity documents for each shareholder and each manager (gérant/administrateur)
One set per shareholder and per manager. A SARL-S admits only natural persons as shareholders.
Business permit (autorisation d'établissement) supporting the manager's qualification and good repute
Required before a commercial company may trade; rests on professional qualification, honorability and a real establishment in Luxembourg.
Registered office address in Luxembourg
For a foreign shareholder/manager acting by proxy: notarised power of attorney; for a foreign body corporate: register extract and board resolution
Non-EU corporate documents generally need apostille or legalisation and a certified French/German translation. The exact per-person list is confirmed at quote against guichet.public.lu and with the notary.
Ultimate beneficial owner (RBE) details
Cost breakdown
Our fee and the government’s are always separate lines. Government fees are passed through at exactly what the authority charges — we add nothing to them.
| Business permit (autorisation d'établissement) — stamp dutyRead on guichet.public.lu: the stamp duty for issuing a business permit is €50. Issued by the Ministry of the Economy; paid at the end of the MyGuichet application. Re-confirm at quote. | €50Read at source on 2026-09-10 |
| RCS registration / filing fee (frais administratifs)Read lbr.lu > Tarifs before publishing; confirmed at quote. | Confirmed before payment |
| RCS reception-desk (bureau d'assistance) surcharge — companiesonly if it appliesRead inline on guichet.public.lu: an extra €80 applies to a company filing made in person at the LBR reception desk (€20 for a natural-person trader). On top of the base fee, and avoided by filing electronically. | €80Read at source on 2026-09-10 |
| RESA publication of the deed and RCS extractConfirmed on guichet.public.lu: publication in the RESA (Recueil électronique des sociétés et associations) is free; publication follows acceptance of the filing. | No statutory feeRead at source on 2026-09-10 |
| Notarial deed of incorporationThe deed is mandatory for a SARL/SA, but the notary's fee is a market-priced professional charge, not a government tariff. Not a firm quote; a SARL-S avoids it by using a private deed. | Confirmed before payment |
| Comriq professional fee | Fixed fee within 1 business day |
These are the authority’s published lines. Which of them apply depends on your filing — a schedule by headcount, capital or entity type is one line, not all of them — and the applicable line is confirmed before payment, at cost.
How it runs
You will see these exact stages update in your client portal as we progress.
Business Permit
Apply for the autorisation d'établissement (€50) via MyGuichet.lu — required for a commercial activity; up to 3 months, silence means approval.
Capital Deposited
Open a Luxembourg bank account, pay in the share capital and obtain the bank's blocking certificate.
Deed Signed
Execute the deed of incorporation and articles before a Luxembourg notary (a SARL-S may use a private deed).
RCS Registration & RESA
The notary files with the RCS at Luxembourg Business Registers; the deed is published free in RESA.
Beneficial Owners (RBE)
Register the beneficial owners in the Registre des Bénéficiaires Effectifs.
Ready to start?
This one is priced to your situation — most of what we do needs a local filing agent, so we scope it rather than guess. Tell us the specifics and we come back with a fixed quote and a confirmed timeline, within one business day.
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Verified September 2026
Requirements and statutory fees are set by Luxembourg notary → Luxembourg Business Registers (LBR) / RCS; business permit from the Ministry of the Economy and change without notice. This page is general information, not legal or tax advice. Your engagement letter and quote are the binding documents.