Business
The SARL and SA, workhorses of a major corporate and fund domicile
Company law derives from the Napoleonic tradition and the 1915 Companies Act, much modernised. The private limited company (SARL) needs EUR 12,000 of fully subscribed capital and the public company (SA) needs EUR 30,000; both are formed by notarial deed and registered with the Trade and Companies Register (RCS).
Key rules
- A SARL requires EUR 12,000 minimum capital, fully subscribed and paid up.
- An SA requires EUR 30,000 minimum capital, at least a quarter paid in.
- Formation requires a notarial deed and registration with the Registre de Commerce et des Sociétés (RCS).
- A simplified SARL-S can be formed with capital from one euro but only by natural persons.
Governing law
- Law of 10 August 1915 on commercial companies (1915)As extensively amended
- Commercial CodeTraders and commercial obligations
Penalties and consequences
- Fines and coercive measures for non-filing of accounts
- Directors' liability for wrongful trading on insolvency
In practice
Luxembourg is a leading domicile for investment funds and holding companies, so specialised vehicles (SICAV, SICAR, RAIF) sit alongside the ordinary SARL and SA. The SARL-S lowers the entry barrier for individual entrepreneurs.