Luxembourg Company Registration in 2025
Luxembourg is more than just a financial hub; it is a global magnet for entrepreneurs, investors, and corporations seeking a stable and tax-efficient base in Europe. With its AAA-rated economy, EU-compliant regulations, and extensive double tax treaty network, it has become a prime jurisdiction for Luxembourg company registration.
Whether you’re establishing a SARL for trading, an SA for holding assets, or exploring Luxembourg offshore company formation for cross-border structures, the country provides unmatched credibility compared to traditional offshore jurisdictions.
That said, while the benefits of setting up a company in Luxembourg are undeniable, the process is not always smooth. Beyond understanding the Luxembourg company formation cost and compliance requirements, the biggest hurdle for many entrepreneurs—especially non-resident founders—is securing a reliable banking partner.
Banks in Luxembourg apply strict KYC/AML checks, making company registration in Luxembourg far more challenging if you do not have the right advisors and local presence to guide you.
Luxembourg Company Registration - Fast and Simple!
- Fast-Track Incorporation – End-to-end Luxembourg company formation in weeks, not months.
- Registered Office Address – Compliant local address in Luxembourg for your entity.
- Digital Bank Account Setup – Including multi-currency, FX, and treasury support for non-resident founders.
- Document Preparation & Pre-Screening – Reduce bank rejections and smooth approvals.
- Initial Accounting + Tax Registration – VAT, CIT, and local filing obligations covered.
- Business Permit Support – Apply for commercial licences where required.
- Add-Ons – Professional directors, shareholder agreements, service agreements, GDPR, etc..
- Ongoing Support – Annual filings, board changes, UBO updates, compliance monitoring.
- All-Inclusive & Transparent Pricing – No hidden extras; clear Luxembourg company formation cost upfront.
Types of Companies in Luxembourg
Choosing the right structure is the first critical step in Luxembourg company registration. The choice depends on your activity, investor profile, capital structure, and long-term business goals. Here’s a breakdown of the most common options for company formation in Luxembourg:
1. Société à Responsabilité Limitée (SARL) – Private Limited Company
The SARL is by far the most popular structure for SMEs, startups, and foreign entrepreneurs looking at setting up a company in Luxembourg.
- Minimum share capital: €12,000, fully paid up.
- Shareholders: Between 1 and 100 (individuals or corporate entities).
- Directors: At least one, who can be foreign.
- Transfer of shares: Restricted, requiring shareholder approval (ensures stability).
- Best suited for: trading companies, service providers, subsidiaries of foreign groups.
Why SARL? Affordable Luxembourg company formation cost, simple governance, and limited liability make it the go-to structure for non-resident founders and small enterprises.
2. Société Anonyme (SA) – Public Limited Company
The SA is Luxembourg’s equivalent of a corporation. It’s often chosen for Luxembourg offshore company formation, holding companies, and multinational operations.
- Minimum share capital: €30,000 (25% paid at incorporation).
- Shareholders: Minimum 1 (individual or corporate).
- Directors: Can operate under a single director or a board structure.
- Shares: Can be issued in bearer or registered form, listed on stock exchanges, or privately held.
- Best suited for: banks, financial institutions, investment funds, and large multinationals.
Why SA? This structure is designed for company registration in Luxembourg where credibility with banks and investors is key. It supports large capital bases and provides flexibility for complex corporate structures.
3. Special Limited Partnership (SCSp) – Société en Commandite Spéciale
The SCSp has become a star vehicle for private equity, venture capital, and fund managers. Unlike most corporate forms, it is contract-based and offers great flexibility.
- Minimum share capital: None.
- Legal personality: No legal personality, but highly flexible.
- Partners: At least one general partner and one limited partner.
- Profit distribution: Entirely flexible, based on partnership agreement.
- Taxation: Tax-transparent, meaning income is taxed at partner level.
- Best suited for: private equity, real estate funds, venture funds, cross-border investment structures.
Why SCSp? Favoured for Luxembourg offshore company formation due to its flexibility and international investor acceptance.
4. Société en Commandite Simple (SCS) – Limited Partnership
The SCS is similar to the SCSp but comes with a legal personality, which may be advantageous in certain transactions.
- Minimum share capital: None.
- Structure: At least one general partner (with unlimited liability) and one limited partner.
- Legal personality: Yes.
- Best suited for: asset management, structured finance, and niche investment funds.
Why SCS? It combines the tax advantages of Luxembourg company formation with more traditional corporate recognition.
5. Société de Gestion de Patrimoine Familial (SPF) – Family Wealth Management Company
The SPF is tailored for high-net-worth individuals and family offices who want to consolidate and manage private wealth.
- Purpose: Holding and managing family assets.
- Commercial activity: Prohibited.
- Taxation: Exempt from corporate income and wealth tax, but subject to a small subscription tax (0.25%).
- Best suited for: wealthy individuals, family estates, inheritance planning.
Why SPF? For those exploring the benefits of setting up a company in Luxembourg for wealth protection, SPF provides a compliant and tax-efficient solution.
Setting Up a Company in Luxembourg with Binderr
- Entity Matching – Whether SARL, SA, SCSp, SCS, or SPF, Binderr guides you to the structure that best fits your business goals.
- Luxembourg Company Registration Made Easy – End-to-end incorporation with the Luxembourg registrar of companies, from drafting Articles of Association to publication in RESA.
- Bank Account Opening – Tailored account opening strategies (trading SARL vs. holding SA vs. fund-focused SCSp) to reduce rejection risks.
- Cost Transparency – Clear breakdown of Luxembourg company formation cost by structure, so you know exactly what to budget.
- Add-On Services – Professional directors, shareholder agreements, GDPR reviews, and tax memos to strengthen compliance.
Step-by-Step: How to Set Up a Company in Luxembourg
Forming a company in Luxembourg is an attractive option for entrepreneurs, SMEs, and international investors. The country offers a stable economy, investor-friendly tax regime, and access to EU markets. Below is a detailed, step-by-step guide to company formation in Luxembourg, including costs, timelines, and compliance requirements. The process applies to both resident and foreign entrepreneurs considering Luxembourg offshore company formation or onshore businesses.
Step 1. Choose Legal Form & Check the Company Name
Decide which structure fits your business
- Legal forms available: SARL (Private Limited Liability Company), SARL-S (Simplified Private Limited Liability Company), SA (Public Limited Company), sole proprietorship, or branch office.
- Most common: SARL and SARL-S for SMEs.
- Why it matters: The choice determines liability, share capital requirements, and annual filing obligations.
- Company name: Check availability with the Luxembourg registrar of companies (RCS / LBR). A unique name is mandatory for Luxembourg company registration.
How Binderr helps: We assess your goals, funding model, and regulatory needs to recommend the best partner for your project to have a successful outcome without delays.
Step 2. Prepare the Constitutional Documents (Articles of Association)
Draft the Articles of Association, which define the company’s object, capital, shareholding structure, management, and registered office. For limited liability entities like SARL and SA, the deed must be notarised. SARL-S may sometimes use a private deed.
Draft articles covering:
- Business object
- Share capital & structure
- Registered office (must be in Luxembourg)
- Management structure
Notarial deed: For SARL, SA and most companies, incorporation requires notarisation.
How Binderr helps: The legal experts at your selected provider draft compliant Articles and pre-screen them with notaries to avoid mistakes. Any translations are verified as correct and the Articles reflect your intended operations.
Step 3. Deposit the Share Capital
Before incorporation, capital must be deposited into a Luxembourg bank account.
- SARL: Minimum €12,000 share capital, deposited in a Luxembourg bank account before incorporation. The bank issues a blocking certificate.
- SARL-S: Requires only €1–€12,000, ideal for entrepreneurs with lower budgets. However, certain eligibility and permit requirements apply.
- Funds remain blocked until the company is officially registered.
How Binderr helps: Banking is often the hardest step. Binderr pre-screens your profile, prepares KYC documents, and connects you with banks or EMIs likely to accept your application. This reduces rejection risk and speeds up the deposit process.
Step 4. Sign the Deed (Notary) or File Private Deed
SARLs and SAs must be incorporated before a notary. The notary registers the deed with the Registration Duties, Estates and VAT Authority (AED) and files it with the RCS/RESA.
How Binderr helps: We ensure that your chosen provider liaise with trusted notaries, prepare all documents in advance, and ensure capital deposit certificates are ready. This makes the signing process smooth and compliant.
Step 5. Register with the Trade & Companies Register (RCS / LBR)
After signing, the company must be registered with the Luxembourg registrar of companies. The articles of association are published in the RESA (official gazette).
Registration completes the Luxembourg company formation process and provides the company with a registration number.
How Binderr helps: We ensure that the RCS filings are made on your behalf and track RESA publications to confirm completion. This avoids missed deadlines and ensures transparency.
Step 6. Pay Registration, Stamp, and Publication Fees
Pay government charges for incorporation, RCS filings, and publication. Fixed incorporation duties often include a €75 fee, with additional RCS charges depending on filings. Notary fees are separate.
- Fixed registration tax: Approx. €75
- RCS filing fees: €15–€200, depending on documents.
- Notary fees: €1,000 – €3,000 depending on complexity.
- Additional costs: Legal or accounting support if needed.
How Binderr helps: We provide you with a panel of regulated providers, including their upfront, all-inclusive and transparent fee that covers everything from registration to bank account setup, with additional add-ons such as ongoing support and compliance services.
Step 7. VAT & Tax Registration
Register for VAT (where applicable) with the AED, and register with the tax authorities for corporate income tax. VAT registration must usually be filed within 15 days of starting activity.
Register with the Administration of Registration, Domains and VAT (AED). Mandatory for most commercial activities, including Luxembourg offshore company formation intended for cross-border business.
How Binderr helps: We connect you with the right partner to complete VAT and corporate tax registrations, prepare initial declarations, and ensure deadlines are met. This prevents penalties and ensures your company is compliant from the start.
Step 8. Social Security & Employer Registration
If you plan to hire employees, register as an employer with the Joint Social Security Centre (CCSS). You must register before your first hire. and employee affiliation must be filed within 8 days of their start date.
How Binderr helps: We see that your provider takes care of employer registration and payroll setup, ensuring your HR operations comply with Luxembourg’s strict deadlines.
Step 9. Open the Company Bank Account
After incorporation, the blocked capital account is converted into an operational company account. Banks require corporate documents, shareholder IDs, and compliance checks. This step often takes the longest due to AML/KYC scrutiny.
How Binderr helps: We propose a panel of providers who are equipped and experienced to provide ongoing compliance management, from bookkeeping and tax filings to board changes and UBO updates. Proactive monitoring ensures you never miss deadlines and stay fully compliant year after year.
Step 10. Ongoing Obligations (Annual Accounts, Audits, Filings)
Annual accounts must be approved within six months of year-end and filed within one month of approval. Audit requirements depend on company size thresholds. Late filings result in higher fees and penalties.
Other obligations such as maintaining proper books, complying with AML laws, and filing tax returns.
How Binderr helps: We provide ongoing compliance management, from bookkeeping and tax filings to board changes and UBO updates. Our proactive monitoring ensures you never miss deadlines and stay fully compliant year after year.
Binderr: Your Partner for Luxembourg Company Registration
Based on your profile and requirements, we find the right partner for you to move forward quickly and efficiently.
- Submissions Managed – preparation and filing of all documents with the notary, RCS, and RESA.
- Notary Coordination – End-to-end handling of deeds, capital certificates, and incorporation formalities.
- Registered Office Address – Compliant Luxembourg address included with your setup.
- Banking Partner Search – Introductions to banks and EMIs, with pre-screened files to reduce rejection.
- Transparent, All-Inclusive Pricing – Clear fee structure covering registration, filings, and support.
- Add-Ons Available – Professional directors, shareholder agreements, GDPR/data protection review, tax memos.
- Ongoing Support – Annual filings, board changes, UBO updates, accounting, and payroll.
Banking in Luxembourg
Banking is widely recognised as the most challenging part of Luxembourg company formation. While the country is home to a world-class financial sector, opening a corporate bank account is often the step that causes the longest delays.
Many founders face bank rejections due to strict KYC (Know Your Customer) and AML (Anti-Money Laundering) rules.
This is especially true for non-resident entrepreneurs and companies operating in high-risk sectors such as crypto, iGaming, forex, and cross-border trading. In such cases, banks demand additional documentation, business plans, and proof of substance, which can extend the timeline by several weeks or months.
Traditional Banks: Major players include Banque de Luxembourg, BGL BNP Paribas, Banque Internationale à Luxembourg (BIL), and Raiffeisen Bank. These institutions are highly respected but selective, often favouring established businesses with strong local presence.
Specialist Banks & Private Banking Arms: Cater to high-net-worth clients and holding structures but generally apply stricter entry requirements.
Electronic Money Institutions (EMIs): Alternatives such as Everest, 3SMoney, Airwallex, and Revolut Business provide faster onboarding and multi-currency accounts. While they don’t offer the prestige of a Luxembourg bank, they are often the quickest route to start operating.
Open a Business Bank Account in Luxembourg - Fast and Easy
Binderr makes banking in Luxembourg faster, smoother, and rejection-proof by combining compliance expertise with a tailored bank-matching process:
- Bank Match Service – We assess your business profile and connect you with the right bank or EMI in Luxembourg (or abroad) that fits your sector, ownership structure, and risk appetite.
- High-Risk Expertise – Crypto, iGaming, forex, and cross-border trading? We know which banks and payment institutions are open to these industries and prepare your file to meet enhanced due diligence.
- Payment Gateway & Treasury Support – Beyond bank accounts, we help integrate payment gateways, FX solutions, and multi-currency treasury setups to support your operations from day one.
- Custody - those legal vehicles holding financial assets of significant value or as part of a duly authorised collective investment scheme require custodian banks with a modern approach, backed by a serious and stable capital base.
- Bundled with Incorporation – Banking is managed alongside your Luxembourg company registration, so capital deposit, notary requirements, and account activation all flow together without delays.
Luxembourg Company Formation Cost
The cost of setting up a company in Luxembourg depends heavily on the legal form, whether you are considered a high-risk business, and the level of ongoing services required. Beyond the standard incorporation costs, founders should budget for banking, corporate service provider (CSP) fees, and compliance management. Here is a more detailed breakdown:
| Cost Component | SARL | SA | SCSp |
|---|---|---|---|
| Notary & legal fees | €3,000–€5,000 | €5,000–€8,000 | €2,500–€4,000 (less formalities) |
| Corporate service provider (CSP) fees | €2,000–€4,000 setup | €3,000–€5,000 setup | €2,000–€4,000 setup |
| Share capital | €12,000 (fully paid at incorporation) | €30,000 (25% paid at incorporation) | Flexible (can be contractual) |
| RCS registration & publication | €100–€250 | €100–€250 | €100–€250 |
| Bank account opening | €1,500–€3,500 (standard risk) | €2,000–€5,000 (higher scrutiny) | €1,500–€3,500 |
| High-risk sector setup (crypto, iGaming, forex, etc.) | +€5,000–€10,000 (enhanced KYC, legal memos, licensing) | +€8,000–€15,000 (depending on activity) | +€5,000–€10,000 |
| Annual accounting & bookkeeping | €3,000–€7,000 | €5,000–€12,000 | €2,500–€6,000 |
| Annual audit (if required) | €4,000–€8,000 (threshold-based) | €6,000–€15,000 (mandatory for most SAs) | Case-dependent (€3,000–€7,000) |
| Registered office & admin support | €1,500–€3,000 annually | €2,000–€4,000 annually | €1,500–€3,000 annually |
| Ongoing CSP/compliance | €2,000–€5,000 annually | €3,000–€6,000 annually | €2,000–€5,000 annually |
Average Luxembourg company formation cost typically ranges from €6,000–€20,000+ for standard setups.
For regulated or high-risk industries such as crypto, iGaming, or forex, expect total setup costs (including licensing, enhanced due diligence, and advisory) to rise to €25,000–€50,000+.
In addition to one-off incorporation expenses, companies should plan for annual costs depending on accounting, audit, and CSP requirements.
Luxembourg Company Registration Timeline
Clients often ask how long it takes to set up a company in Luxembourg. While it depends on your structure, banking partner, and industry sector, here is a realistic timeline:
- Document Preparation: 1–2 weeks for drafting Articles of Association, collecting KYC documents, and preparing translations.
- Bank Account Opening & Capital Deposit: 1–2 weeks, though this can take longer for high-risk company formation in Luxembourg (crypto, iGaming, forex) or complex ownership chains.
- Notary Appointment & RCS Registration: 3–7 business days once capital certificates and documents are in order.
- Tax & VAT Registration: 1–2 weeks after incorporation with the Luxembourg registrar of companies, including VAT filings (some due within 15 days of starting activity).
Overall Timeline: Most straightforward Luxembourg company registrations take 2–5 weeks. High-risk sectors and non-resident founders without substance should plan for 6–10 weeks, as banking due diligence and compliance checks are significantly stricter.
Taxation for Companies in Luxembourg
Understanding the taxation of companies in Luxembourg is essential when planning Luxembourg company registration. The country has built its reputation as a leading hub for holding structures, offshore vehicles, and investment funds because of its balanced yet competitive framework:
- Corporate Income Tax (CIT): Around 24.94% in Luxembourg City (including municipal business tax). The effective rate may vary slightly depending on municipality.
- Participation Exemption: Dividends and capital gains can be exempt from tax if shareholding and minimum period requirements are met, making Luxembourg particularly attractive for holding companies and offshore structuring.
- Withholding Tax: Standard rate of 15% on dividends, often reduced or eliminated through Luxembourg’s extensive network of double tax treaties or EU directives. No withholding typically applies to interest or royalty payments.
- Value Added Tax (VAT): Luxembourg has a standard VAT rate of 17%, the lowest in the EU, with reduced rates for certain activities and goods.
- Wealth Tax: Applies to resident entities, though exemptions exist for qualifying holding companies and certain fund structures.
💡 This tax framework makes company formation in Luxembourg appealing for multinational groups, offshore vehicles, and private equity funds that require legitimate EU substance and credibility.
High-Risk Company Formation in Luxembourg
Luxembourg has built its reputation as a premier hub for finance, investment funds, and cross-border business. However, it also attracts high-risk sectors that want EU credibility and access to banking. These industries are legal, but they face stricter licensing, compliance, and banking challenges compared to standard trading or service companies.
Popular High-Risk Sectors in Luxembourg
Crypto & Blockchain
Crypto remains one of the most active high-risk sectors in Luxembourg. Exchanges, custodians, wallet providers, token issuers, and crypto investment funds often choose the country for its strong regulatory reputation under EU law.
Activities: Exchanges, custodians, wallet providers, token issuers, DeFi projects, and crypto investment funds.
Licensing: Authorisation required from the CSSF (Commission de Surveillance du Secteur Financier) as a Virtual Asset Service Provider (VASP).
Requirements:
- Fit & proper management team.
- Detailed AML/CTF framework.
- Minimum substance in Luxembourg (local director and office).
- IT security and safeguarding policies.
Challenge: Very few banks in Luxembourg are crypto-friendly; many applications are rejected unless backed by strong compliance files.
iGaming & Betting
Luxembourg is also attractive to the iGaming industry, including online casinos, sports betting operators, lottery platforms, affiliates, and software suppliers.
Activities: Online casinos, sports betting operators, lottery platforms, affiliates, and software suppliers.
Licensing: Gaming licences are overseen by the Luxembourg State; in practice, many iGaming companies use Luxembourg as a holding or payment structure, while licensing is often obtained in Malta or Curacao.
Requirements:
- Local substance for payment/holding entities.
- Compliance with EU AMLD rules for player funds.
Challenge: Banking is highly restricted; most local banks avoid iGaming, so EMIs and cross-border solutions are often needed.
Forex & Brokerage
Forex brokers, online trading platforms, and asset managers also turn to Luxembourg because of its reputation as a financial hub. However, they face some of the toughest requirements. Any broker-dealer or investment firm must obtain authorisation from the CSSF under MiFID II rules, which requires substantial initial capital—often upwards of €730,000 depending on the services offered.
Activities: Online trading platforms, broker-dealers, liquidity providers, and asset managers.
Licensing:
- Must be authorised by the CSSF under the Investment Firm licence (MiFID II framework).
- Requires significant initial capital (often €730,000+ depending on permissions).
Requirements:
- Strong governance, risk management systems, and reporting to CSSF.
- Robust IT infrastructure for trading platforms.
Challenge: High capital thresholds, ongoing regulatory audits, and limited banking partners willing to onboard forex brokers.
Nutraceuticals & CBD
Luxembourg has seen growing activity in the nutraceuticals and CBD space, including businesses selling supplements, wellness products, and cannabis derivatives. These companies are heavily regulated under EU food safety and Novel Food rules, which require approval before products can be sold or imported.
Activities: Dietary supplements, wellness products, cannabis derivatives (non-THC).
Licensing:
- Products may fall under food safety and health regulations requiring approval before sale.
- CBD businesses must comply with EU Novel Food Regulation.
Requirements:
- Labelling and product safety compliance.
- Import/export licences for cross-border trade.
Challenge: Banking and payment gateway onboarding is difficult due to reputational risk. Merchants often rely on high-risk PSPs.
Cross-Border Trading & Payments
Luxembourg is a natural home for cross-border trading and payment companies due to its central EU position. However, businesses with high transaction volumes, exposure to sanctioned jurisdictions, or complex flows are classified as high-risk.
Activities: High-volume import/export companies, B2B trade with sanctioned or complex jurisdictions, and payment processors.
Licensing:
- Payment processors and e-money providers need authorisation from the CSSF under PSD2 (Payment Services Directive).
- Significant initial capital requirements: €125,000+ for payment institutions, €350,000+ for e-money.
Requirements:
- Ongoing reporting to the CSSF.
- Strict AML controls and KYC on clients.
Challenge: Many applications face delays or rejections due to concerns about money laundering, sanctioned countries, or lack of substance.
Binderr: High-Risk Company Formation Made Possible in Luxembourg
- Licence & Permit Support – Full guidance on CSSF authorisations (crypto, forex, payment institutions), iGaming frameworks, business permits, and sector-specific approvals.
- High-Risk Banking Solutions – Pre-screened introductions to Luxembourg banks and EMIs that accept high-risk profiles, with compliance-ready application packs to avoid rejections.
- High-Risk Merchant Accounts – Setup and onboarding with international acquirers for card payments (Visa, Mastercard, Amex), including underwriting preparation and compliance checks.
- High-Risk Payment Gateways – Integration of gateways tailored for high-risk businesses, with multi-currency settlement, fraud tools, and chargeback protection.
- Substance & Compliance – Local directors, registered office, AML/CTF frameworks, and tax compliance to meet regulatory and banking expectations.
- Bundled Solutions – Incorporation, licensing, banking, merchant account, and gateway integration delivered in one transparent package.
Benefits of Setting up a Company in Luxembourg
When it comes to credibility, efficiency, and global access, few jurisdictions can compete with Luxembourg company registration. It’s not just about low tax rates—it’s about establishing your business in a jurisdiction recognised worldwide for stability, compliance, and investor confidence.
Here are the main benefits of setting up a company in Luxembourg:
- Strategic Location: Luxembourg sits at the crossroads of Europe, sharing borders with Belgium, France, and Germany. For entrepreneurs planning company formation in Luxembourg, this location offers seamless access to EU markets and international logistics routes.
- Tax Benefits: From its favourable holding company regime to over 85 double tax treaties, Luxembourg is designed for cross-border efficiency. Participation exemption rules make it especially attractive for Luxembourg offshore company formation, holding structures, and multinational groups.
- Stable Economy: With a consistently AAA credit rating and one of the highest GDP per capita figures globally, Luxembourg provides unmatched security for long-term investments. Choosing company registration in Luxembourg means building on a foundation of proven economic stability.
- Financial Hub: Luxembourg is the world’s second-largest centre for investment funds after the US. For businesses in finance, fintech, and asset management, setting up a company in Luxembourg provides direct access to institutional capital and international investors.
- Business-Friendly Government: Transparent regulations, full EU compliance, and a pro-business environment make setting up a company in Luxembourg less about fighting bureaucracy and more about growth.
The benefits of setting up a company in Luxembourg go beyond tax efficiency—it’s about credibility, global reach, and future-proofing your business.
Bottom Line
Luxembourg company registration offers credibility, EU access, and tax advantages that few jurisdictions can match. But for businesses in high-risk sectors such as crypto, iGaming, forex, CBD, or cross-border trading, the road is more complex. From securing licences and permits to overcoming Luxembourg company formation cost hurdles and navigating strict compliance checks, every step requires careful planning.
The biggest challenge is banking: many founders face long delays or outright rejection when opening accounts. That’s why high-risk company formation in Luxembourg must go hand in hand with expert guidance on high-risk banking, merchant accounts, and payment gateways.
With the right support, you can turn Luxembourg’s tough compliance environment into an asset, building a structure that is fully compliant, tax-efficient, and internationally bankable.
