LU · N 49°37′ · E 6°08′
Luxembourg
Luxembourg is a core EU financial centre commonly used for European holding, financing, and cross-border investment structures. A Sàrl suits one or a small number of owners, but formation is notarised and local commercial operations must meet permit and substance requirements.
A hub for European investment structures.
Private limited liability company (Sàrl)
Talk to an advisorKey points on one page.
- Tax
- Top-band CIT 16%; 23.87% combined in Luxembourg City; 15% minimum-tax rules for in-scope large groups
- Shareholders and directors
- 1–100 shareholders and at least 1 manager; manager nationality is unrestricted
- Share capital
- Min. €12,000, fully subscribed and paid up on incorporation
- Local requirements
- Luxembourg registered office; local commercial activity generally needs a business permit and physical establishment
- Annual maintenance
- Approve accounts within 6 months; file RCS by 7 months; tax returns usually due 31 December next year
- Incorporation timeline
- Approx. 2–4 weeks; notary, bank onboarding, permits or due diligence may extend it
- Public disclosure
- Managers and filed documents are searchable at RCS; UBOs file with RBE, whose access is restricted
Facts last checked · 2026-10-23
This page summarises publicly available regulations for general reference only and does not constitute legal or tax advice. Rules in each jurisdiction may change at any time; please confirm the latest position with an Offshore Isle advisor.
02 · Advantages
Why Luxembourg
- 01EU and euro-area base for European market operations and investment
- 02A Sàrl may have one shareholder, with liability limited to committed contributions
- 03Mature financial, fund, and professional-services ecosystem with strong international standing
- 04Qualifying dividends and capital gains may benefit from participation exemption, subject to holding and anti-abuse conditions
- 05Broad treaty network for carefully structured cross-border holding and financing arrangements
03 · Requirements
Formation requirements
- Company name: must be distinctive and stated in the notarised incorporation instrument
- Shareholders and managers: 1–100 shareholders; at least 1 manager, who may be a shareholder
- Capital: minimum €12,000, fully subscribed and paid up upon incorporation
- Notarisation and registration: incorporate before a notary; register and publish the articles and required particulars with the RCS
- Business permit and FDI screening: local commercial operations commonly need a permit and physical establishment; non-EU/EEA investors acquiring over 25% of voting rights in a critical sector must notify before completion
04 · Compliance
Annual compliance
- Accounts and audit: prepare annual accounts; appoint an approved statutory auditor when two of three legal size criteria are exceeded for two consecutive years
- Annual accounts: approve financial statements within 6 months of year-end and file with the RCS within the following month
- Direct taxes: electronically file CIT, municipal business tax, and net wealth tax returns where applicable; pay tax advances
- Indirect tax and payroll: file VAT returns at the applicable frequency; administer payroll withholding and social security for employees
- Beneficial ownership: file or update RBE information within 1 month of incorporation or a relevant change
After incorporation, Offshore Isle sets a compliance calendar. We remind you in advance of annual returns, renewals and filings, and handle them on your behalf.
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