🇱🇺 Luxembourg (SARL)
Luxembourg is a major center for funds and holdings in the EU, with a reduction in corporate income tax rates starting in 2025, resulting in an effective combined tax rate in Luxembourg City (including solidarity surcharge and municipal business tax) of approximately 23.87%. Its participation in tax exemption and treaty networks is commonly used for holding structures, but substance and anti-avoidance requirements are becoming stricter. Tax rates and regulations may be adjusted; please refer to the latest official announcements from Luxembourg.
Luxembourg (SARL) Key conditions at a glance
| Common Company Types | SARL (Limited Liability Company) / SA |
|---|---|
| Corporate income tax | The effective combined tax rate in Luxembourg City is approximately 23.87% (CIT 16% + solidarity surcharge + municipal business tax, to be reduced starting in 2025). |
| Statutory minimum capital | SARL: €12,000, fully paid up; SA: €30,000, at least 25% paid up |
| Estimated establishment costs | Approximately €1,500–€5,000 (including notarization) |
| Annual maintenance | Annual financial statements, accounting, and auditing based on scale; registered address required. |
| Substance/Reporting Requirements | Economic substance, UBO registration, participation in tax-exempt substance tests; CRS/DAC |
| Suitable for purpose | Funds, holding companies, group financing, IP. |
| Bank account opening | Substance and clear structure are required; KYC is stringent. |
| Recent Changes | Starting in 2025, the CIT rate will be reduced by 1 percentage point. |
Luxembourg (SARL) Key considerations
- To qualify for tax exemptions and treaty benefits, financing structures often require economic substance, increasing the risk of shell structures.
- Notarial incorporation and compliance costs are high, and the statutory minimum capital differs between the two: €12,000 for an SARL (fully paid up) and €30,000 for an SA (at least 25% paid up).
- Home country CFC/substance taxation rules may still apply; comprehensive planning is advisable.
Luxembourg (SARL) Application process
- Establish a SARL through notarization and register with the Trade and Companies Register (RCS).
- Register UBO and appoint a manager (gérant).
- Establish necessary substance and open a bank account.
- Annual financial reports and tax filings must be submitted in accordance with regulations.
Luxembourg (SARL) Frequently Asked Questions
Can a Luxembourg company operate with zero substance?
In recent years, anti-avoidance and substance rules have become stricter, and purely shell structures face increased risks when applying treaties and exemptions, typically requiring a certain level of local substance, according to official regulations.
What is the minimum capital for SARL?
The statutory minimum capital for an SARL is €12,000, which must be fully subscribed and paid up upon incorporation; for an SA it is higher at €30,000, of which at least 25% must be paid up (the remaining 75% may be paid in instalments, and non-cash contributions are subject to a separate 5-year term). Actual requirements are subject to the prevailing Luxembourg company law.
What is the corporate income tax rate for Luxembourg companies?
The combined effective tax rate in Luxembourg City is approximately 23.87% (corporate income tax of 16%, plus a solidarity surcharge and municipal business tax). From 2025, the corporate income tax rate has been reduced by 1 percentage point; the actual rate varies according to the municipal business tax rate in the relevant commune, subject to the latest official announcements.
Is it easy to open a bank account for a Luxembourg company?
KYC due diligence for local account opening is stringent, typically requiring a transparent corporate structure and demonstrable substance. Purely shell structures may face difficulties in opening accounts. It is advisable to factor in substance requirements during the planning phase to enhance the likelihood of a successful account opening.
How can I verify whether the company incorporation, tax, and compliance regulations for this jurisdiction are up to date?
Tax systems, annual fees, economic substance, and UBO (Ultimate Beneficial Owner) rules in each jurisdiction are frequently amended. Recommendations: ① Check official company registry or tax authority announcements of the jurisdiction (official source links are provided at the bottom of this page); ② Verify the data date indicated on this page; ③ Understand post-incorporation annual filing, accounting, audit, and economic substance obligations—do not focus solely on incorporation fees; ④ Stay alert to agent claims that exaggerate tax savings or suggest no filing or compliance obligations after incorporation, and consult qualified tax/legal professionals for major decisions. This site provides a neutral compilation of public information; always refer to the latest official announcements.
Where can I look up the official company registry for Luxembourg (SARL), and is it public?
| Official registry | RCS Luxembourg (LBR Business and Companies Register) |
|---|---|
| Can the public search the register? | 🔎 Online public search (paid) |
| Notes | Online public search, documents mostly require payment. |
| Official search | Go to official registry search ↗ |
The above is a compilation of public information from official company registration authorities; public search rules and beneficial ownership disclosures are subject to change, so please refer to the latest official regulations. See the comparison table of registration transparency across jurisdictions →
Official sources: Guichet.lu (Luxembourg government business services portal) — SARL · Data date: 2026-08-08.This page is a neutral compilation of public data, for reference only, not tax/legal advice; options are subject to the latest official announcements.