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Luxembourg: Types of Company

Joint Stock Company (Société Anonyme)

This page was last updated on 17 June 2020.

The joint stock company or SA (French: société anonyme), is formed under the Commercial Companies Law 1915, as amended. An SA must have a minimum capital of around €31,000 divided into freely transferable shares held by at least two shareholders, who may be resident or non-resident persons or juridical entities. The shareholders' liability is limited to the amount of their subscribed (not necessarily paid-up) capital. There must be board of at least three directors; day-to-day management may be delegated to a managing director.

Incorporation takes two or three days, the SA's statutes must be printed in French or German and a director must give his name, address and occupation. There must be registered office in Luxembourg, but only the share register need be kept there. Accounts need to be submitted annually to the registrar of companies, but need only be audited if a company exceeds a certain size: either the balance sheet is greater than €3.125m, or sales are greater than €6.25m, or there are more than 50 employees.

 

 

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