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Company registration in Luxembourg

Photo 1 - Company registration in Luxembourg

About Luxembourg

The Grand Duchy of Luxembourg is a small state in Western Europe which has one of the highest level standards in the world. It is a part of Benelux, the EU, the Schengen area.

 

The main sources of state income are industry, agriculture, financial services, and tourism. The headquarters of many international organizations are located here.

LEGISLATION

Company activities in Luxembourg are regulated by Commercial Companies Law 1915.

Types of companies

The legislation provides the following corporate forms:

  • joint stock company  (SA);
  • limited liability company (SARL);
  • unlimited partnership (SENC);
  • limited partnership (SCA, SCS) etc.

Joint Stock Company (SA) and Limited Liability Company (SARL) are the most useful.

Photo 1 - Company registration in Luxembourg

OPENING A COMPANY IN HLuxembourg: REQUIREMENTS

JOINT STOCK COMPANY (AG):
  • he minimum authorized capital – 31 000€, 25% of which must be paid by the moment of incorporation. 
  • Shares – registered, bearer.
  • Director–there must be the Board of Directors consisting at least 3 individuals or legal persons, no residency required. The Board may appoint a director.
  • Members – at least 2, individuals or legal persons, no residency required.  
  • Secretary – not required.
  • Publicly available information: information about directors and shareholders. The information may be hidden by using nominee service.
  • Company is obliged to keep and submit an annual financial report. An audit is required for companies with annual turnover – more than 4 600 000€, balance sheet – more than 2 300 000€, the number of employees exceed 50 per year.
  • Registered office in Luxemburg is required.
LIMITED LIABILITY COMPANY (SARL):
  • The minimum authorized capital – 12 500€, 100% of which must be paid in cash by the moment of incorporation. 
  • Shares – bearer shares are not allowed.
  • Director – at least 1, individual or legal person, no residency required. A nominee director may use. 
  • Members –1 - 40, individuals or legal persons, no residency required.  
  • Secretary – not required.  
  • Publicly available information: about directors and shareholders. In March 2019 started the Register of beneficial owners. All information in the Register is open to the public (upon request), except for the address and identification number of the beneficiary.
  • Company is obliged to keep and submit an annual financial report, an audited is not required.
  • Registered office in Luxemburg is required.
  •  Annual meetings of shareholders are not required if there are less than 25 shareholders in the company.
TAXES

Corporate tax - 15% and 17%, depends on the taxable amount.

Personal income tax in Luxembourg is 45,78%.

Municipal tax – from 6%, may be different in other cities.

VAT – 15% (3% and 6% for some goods).

Tax on dividends – 15% (two residents), 0% - on dividends paid to the parent company which owns at least 10% of shares during 1 year.

LLP is not subject to corporate tax and partners pay income tax.

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CURRENCY CONTROL

None.

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AGREEMENTS ON AVOIDANCE OF DOUBLE TAXATION

Luxembourg concluded more than 50 agreements on avoidance of double taxation, including Ukraine.

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FEATURES

Luxembourg is not in the tax havens list of Ukraine.

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If you are planning to open a company in Luxembourg, please contact our lawyers for advice:

+38 (098) 737-88-88

We will help you with the opening of a company in Luxembourg or in any other jurisdiction on the most favorable terms.

The registration of a company in Luxembourg is formed individually for each business case and is based on the form of business, take the final price from our commercial offer.

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