Luxembourg, a country in northwestern Europe. One of the world’s smallest countries, it is bordered by Belgium on the west and north, France on the south, and Germany on the northeast and east. Luxembourg has come under the control of many states and ruling houses in its long history, but it has been a separate, if not always autonomous, political unit since the 10th century. The ancient Saxon name of its capital city, Lucilinburhuc (“Little Fortress”), symbolized its strategic position as “the Gibraltar of the north,” astride a major military route linking Germanic and Frankish territories.
Luxembourg is a point of contact between the Germanic- and Romance-language communities of Europe, and three languages are regularly employed in the grand duchy itself: Luxembourgish, German, and French. The peoples of Luxembourg and their languages reflect the grand duchy’s common interests and close historical relations with its neighbours. In the 20th century Luxembourg became a founding member of several international economic organizations. Perhaps most importantly, the grand duchy was an original member of the Benelux Economic Union (1944), which linked its economic life with that of the Netherlands and of Belgium and would subsequently form the core of the European Economic Community (EEC; ultimately succeeded by the European Union).
Luxembourg has been one of the historic crossroads of Europe, and myriad peoples have left their bloodlines as well as their cultural imprints on the grand duchy. The Celts, the Belgic peoples known as the Treveri, the Ligurians and Romans from Italy, and especially the Franks were most influential. The language spoken by Luxembourg’s native inhabitants is Luxembourgish, or Lëtzebuergesch, a Moselle-Franconian dialect of German that has been enriched by many French words and phrases. Luxembourgish is the national language; German and French are both languages of administration. There is a strong sense of national identity among Luxembourgers despite the prevalence of foreign influences. The great majority of Luxembourg’s native citizens are Roman Catholic, with a small number of Protestants (mainly Lutherans), Jews, and Muslims..
Luxembourg has for many years been looked upon as a very secure political and economic country with a long history of allowing different legal entities to prosper, such as corporations, trusts, and private family wealth entities.
Non-resident Luxembourg corporations are only levied income taxes and corporate taxes on their Luxembourg source income. However, U.S. residents and citizens of countries which levy income taxes on their worldwide income will be subject to their own country’s taxes.
Corporation (Société Anonyme, SA)
|Governing corporate legislation
Law of 10th August 1915 on commercial companies
A SA may be incorporated by one or more natural persons or legal entities, residents or non-residents.
One director is required. However, if the company has more than one shareholder, it must appoint at least 3 directors, who can be natural or juristic persons, residents or non-residents.
|Information published relating to company officers
Details of the shareholders are not disclosed publicly.
The liability of the shareholders is limited to the amount of their shares.
|Accounting requirement/ compliance
Companies are required to maintain accounting records and file financial reports with the RCS within seven months of the end of the financial year.
Audits are required for companies having two consecutive years meeting two out of three following criteria: net turnover of 8.8 million Euro; balance sheet total of EUR 4.4 million; average staff of at least 50.
|Corporate income tax
Companies are subject to a corporate tax of 18%, except companies whose annual taxable income does not exceed EUR 30,000 – which are subject to a reduced tax rate of 15%.
|Shared capital/paid up
The minimum capital of an SA is EUR 31,000. At the time of incorporation, at least 25% of the capital must be paid up. Capital contributions may be made in cash or in kind.
|Basis of the Legal System
Civil law (Napoleonic)
The company must appoint a secretary.
Shares may be bearer shares or registered shares. If the company issue bearer shares, capital must be paid up in full.
A company must have a registered office in Luxembourg.
Annual general meetings are required.
|Time to form
by 31 May of each year
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