Which legal forms can a business in Luxembourg use, and how do their main risks differ?

An entreprise individuelle has no minimum capital or separate legal personality, so the owner generally bears unlimited personal liability. A SARL-S requires natural-person shareholders and at least EUR 1 of capital, a SARL requires EUR 12,000 of fully subscribed and paid-in capital, and a SA requires EUR 120,000, while companies generally limit liability to the contribution subject to applicable exceptions.

Which registrations and public filings does a business in Luxembourg normally need after starting?

The business may need registration with the RCS, beneficial-owner declarations in the Registre des bénéficiaires effectifs, tax registration with the Administration des contributions directes, VAT registration with the Administration de l'enregistrement, des domaines et de la TVA, and affiliation with the Centre commun de la sécurité sociale. The exact filings depend on the legal form, activity and turnover.

Which deadlines apply when a business in Luxembourg stops operating?

A cessation must generally be reported to the Ministry of the Economy within one month, to the Centre commun de la sécurité sociale within eight days and to the VAT administration within fifteen days. A company normally requires dissolution and liquidation, removal from the RCS and the related publication, while insolvency proceedings are handled by the Tribunal d'arrondissement, matière commerciale.

Business in Luxembourg

Q: Which authorisation does a business in Luxembourg generally need before starting a regular economic activity?

Most regular commercial, craft, industrial, transport and many professional activities require an autorisation d'établissement from the Ministry of the Economy. The exact requirements depend on the activity, premises, manager, professional integrity and any required qualification.

Starting and running a business in Luxembourg requires the right activity authorisation, legal form, registrations and ongoing filings. Regular commercial, craft, industrial, transport and many professional activities generally need an autorisation d'établissement from the Ministry of the Economy. The business may also have tax, VAT, social-security, accounting and beneficial-owner obligations. Luxembourg's House of Entrepreneurship, Chambre de Commerce and Chambre des Métiers provide guidance for relevant business activities.

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The first check concerns the activity, the premises, the proposed legal form and the person responsible for day-to-day management. A business normally needs a physical establishment in Luxembourg, suitable infrastructure, effective and permanent management, professional integrity and, where required, proof of professional qualifications. Some occasional European Union services and private products sold without a professional market presence can fall outside the normal authorisation requirement. The autorisation d'établissement application can be submitted through MyGuichet.lu with LuxTrust or an electronic identity document, or by post to the competent department of the Ministry of the Economy. The application requires a EUR 50 chancery stamp. A complete file is generally processed within a maximum of three months; no reply within that period can result in tacit authorisation under the applicable procedure. The permit holder must report relevant changes. The permit's two-dimensional barcode must appear on business letters, emails, websites, offers, invoices and points of sale. For a company, the final business permit follows the filing of its articles of association with the Registre de commerce et des sociétés (RCS), Luxembourg's commercial and companies register.

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