Offshore Incorporation Luxembourg

Luxembourg

 

Population:

451,600 (2004)

Currency:

Euro; 1 euro worth US$1.22 (mid-2005)

Language:

Luxembourgish is official language along with French and German

Time zone:

GMT plus 1 in winter, plus 2 in summer

Centre's expertise:

Full financial centre at the heart of Europe with tax efficient regime

General requirements

 

Type of entity

Holding company *(SA or SaRL) or Soparfi

Type of law

Civil Law plus 1929 law as amended; 1990 law for Soparfi

Shelf company available

Very rare

Time to establish a new company

Within 24 hours of capital being deposited in a bank account; articles in agreed form; and proxies received from shareholders to be represented at incorporation meeting

Taxation

30.38%, but exemptions and exceptions, no withholding tax on dividends; a 1929 holding company pays 0.2% subscription tax on value of company

Double taxation agreements

None for 1929-stle holding company; yes for others

Forex restrictions

None

Language & name restrictions on companies

Roman characters, restrictions on sensitive names; articles may be in English provided German translation supplied

Share capital

 

Permitted currencies

Any, but euros usual

Minimum paid up

SA, 31,000 euros of which 25% paid-up; SaRL, 12,5000 euros fully paid

Usual authorized capital

US$50,000

   

Directors and personnel

 

Minimum number

3

Local required

No, but recommended for substance purposes

Company secretary & qualifications

No 

Shareholders and AGM

 

Minimum number

2 for SA; 1 for SaRL

Disclosure requirements

No

Publicly accessible records

No

Obligations for annual meetings

Yes, SAs must hold AGM in the municipality of their registered office at the day and hour indicated in their articles; for SaRLs with fewer than 25 shareholders, AGM may be held by resolution in writing of shareholders

Location of AGM

Anywhere

   

Accounts

 

Requirement to prepare

Yes

Audit requirements

No

Account filing obligations

No

Publicly accessible accounts

Filed with companies register

   

Other

 

Requirements to file annual return

Yes

Change in domicile permitted

Yes

Need to registered office

Yes

Number of companies set up in last year

n.a.

Total number of companies on register

26,243 (2003, according to government briefing, but 105,100 according to law firm)

 * SA  : societe anonyme, public limited company SaRL  : societe a responsabilite limitee, limited liability company Soparfi  : societes commercials de participations financiers