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Public limited company

Forming a public limited company (SA) in Luxembourg

The SA suits projects that welcome investors or expect frequent share transfers: shares are freely transferable and governance is structured. It is formed before a notary with €30,000 of share capital.

  • Share capital of €30,000, at least a quarter paid up
  • A single shareholder is enough
  • Board of directors or sole director

Published on 10 October 2026 · Updated on 10 October 2026

SA · our fees

Essential formation

We form the company. You handle the bank, the signing and the address.

€3,999 excl. VAT

End-to-end formation

We handle everything, from choosing the form to a company ready to invoice.

€5,999 excl. VAT

Third-party fees at cost. 17% VAT.

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Definition

The SA (société anonyme, or public limited company) is a Luxembourg company limited by shares whose minimum capital of €30,000 is divided into freely transferable shares; it is run by a board of directors or a sole director and audited by an auditor.

In short

A Luxembourg SA requires subscribed capital of €30,000, at least 25% paid up at incorporation, a notarial deed, a board of three directors or a sole director if there is only one shareholder, and an audit of the accounts by an auditor (commissaire) or an approved statutory auditor.

The SA in figures

Subscribed capital
€30,000 minimum
Minimum payment
25%, i.e. €7,500
Shareholders
1 or more
Audit
Auditor or approved statutory auditor

What our two SA packages include

Essential formation

We form the company. You handle the bank, the signing and the address.

€3,999 excl. VAT

17% VAT. Third-party fees at cost.

Get started

For a simple project when you already have an address and a bank.

  • Legal form advice and detailed quote
  • Articles of association
  • Registration of the deed
  • RCS registration and RESA publication
  • Beneficial owner declaration (RBE)
  • Online tracking space
  • Assistance guarantee

The detail, line by line · SA

Included part of the price · Optional added to the quote if needed · Introduction introduction, cost billed by the provider · Handled by you step you take, with our checklist

What is doneEssential formationEnd-to-end formationThird-party fees (at cost)
Legal form advice and detailed quoteIncludedIncludedNone
Articles of associationDrafted by a partner lawyer.IncludedIncludedNone
Registration of the deedIncludedIncludedRegistration duty paid to the AED
RCS registration and RESA publicationIncludedIncludedLBR filing fees
Beneficial owner declaration (RBE)IncludedIncludedLBR fee: EUR 15 excl. VAT (RBE tariff)
Online tracking spaceIncludedIncludedNone
Assistance guaranteeFile rejected: reply to the authority’s letter at no charge.IncludedIncludedNone
Notary: appointment, deed and signingDeed of incorporation required for a SARL or SA. For any form, a notary visit for the non-bankruptcy declaration if the manager has lived in Luxembourg for less than 10 years.Handled by youIncludedNotary deed fees
Notarised non-bankruptcy declarationRequired for the business permit if the manager has lived in Luxembourg for less than 10 years or lives abroad. Notary appointment, from EUR 200 excl. VAT.OptionalIncludedNotary, from EUR 200 excl. VAT
Business permit (autorisation d’établissement)If your activity requires one. We check this first.OptionalIncludedEUR 50 chancery fee
VAT registrationOptionalIncludedNone
CCSS social security registrationOptionalIncludedNone
Business bank account and capital depositIn End-to-end, file prepared and followed by us. The bank makes the decision.Handled by youIncludedThe bank’s account fees
Registered office with a law firmIntroduction to a domiciliation law firm, never included in the price. A registered address is not a physical establishment for the permit.IntroductionIntroductionDomiciliation law firm’s fees
Dedicated officeIntroduction to an office, never included in the price. It is the physical establishment most permitted activities require.IntroductionIntroductionOffice rent
Resident manager or director (directorship)For non-resident shareholders who want one: introduction to a qualified professional holding a genuine mandate. Never a nominee.IntroductionIntroductionDirector’s fees, on quote
First-year accountingWith a licensed accountant (comptable autorisé) independent of Business Registration.IntroductionIntroductionAccountant’s fees

Share capital: EUR 30,000, 25% paid up. Capital is not a cost: it stays with the company, in its account.

The steps to set up an SA

  1. 1

    Structure

    Shareholding, share classes, bodies, auditor.

    businessregistration.lu
  2. 2

    Pay up the capital

    Payment of at least €7,500 and blocking certificate.

    Bank
  3. 3

    Articles

    Drafted by a partner lawyer.

    Lawyer
  4. 4

    Notarial deed

    Signature, appointment of directors and auditor.

    Notary
  5. 5

    RCS, RESA, RBE

    Registration, publication, beneficial owners.

    LBR
  6. 6

    Permit, VAT, CCSS

    Depending on the activity.

    Ministry, AED, CCSS

SA or SARL?

SASARL
Capital€30,000, a quarter paid up€12,000, paid up in full
Transfer of sharesFree in principleShareholder approval for third parties
BodiesBoard or sole directorOne or more managers
Audit of accountsAuditor mandatoryDepends on size and number of shareholders
Annual running costHigherLower

Set up your SA

We help you structure the shareholding and price everything before we start.

Frequently asked questions

Must the full €30,000 be paid in at incorporation?

No. The €30,000 capital must be fully subscribed, but only a quarter, i.e. €7,500, must be paid up at incorporation. The balance is called later as needed.

Can an SA have a single shareholder?

Yes. It can then be run by a sole director.

Is an auditor mandatory?

Yes, an SA appoints an auditor (commissaire), unless it exceeds the thresholds that require an approved statutory auditor instead.

SA or SARL for a holding company?

Both are possible. The choice depends on how shares will circulate and on the investors envisaged. For an investment vehicle, seek tax advice before choosing.

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