What are the steps to set up a startup in Luxembourg ?
Alexandre Minetti and Frédéric Depireux from Fincorp Luxembourg came in November to give us some useful tricks “to start” and install your start up.
Even if most of our startupers are already set up their business, it is always interesting to get a small reminder and a “to do list” when you are a new player in the ecosystem.
Alexandre and Frédéric gave us the right tools in 10 points:
Step 1 – Open a bank account.
Even if you don’t still get your company status, you can just give a draft of them to your future banker. It takes sometimes a long time to open on account with all the KYC procedures. Take care the prices for a current account for company are quite different from one bank to another.
Step 2 – Choose a name for your company.
Not so easy to choose a unique name available and free of use in Registre du Commerce et des Sociétés.
Step 3 – Choose the type of company to set up.
There are numerous types of companies available in Luxembourg : Social Limited Liability Company (SàRLS), Limited Liability Company (SARL) and the Public Limited Company (SA) depending on the capital you want to put in your company and your associates.
Step 4 – Draft the Status or Articles of Association of your company.
The articles of association make the company a legal entity meaning that it can act as such and make commitments to third parties. Take care to describe as largely as you can your activity in your status, in case you decide one day to expand them.
Step 5 – Transfer the share capital to your bank.
Its amount will depend on the type of company you have choosen and the cash you want to invest in the project.
Step 6 – Issuance of the blocking certificate from the bank. Following the transfer of the share capital, the bank will issue a blocking certificate for the notary proving that the share capital referenced in the Articles of Association has been deposited with the bank and that the company can be incorporated.
Step 7 – Meet the notary to registration in the Official Bulletin. The company is formed through the recording by the notary of its Articles of Association in the Registre du Commerce et des Sociétés and publishing in the Bulletin Officiel.
Step 8 – Send the deblocking certificate to the bank. Send to the bank the deblocking certificate delivered by the notary to release the funds of company and be able to use them.
Step 9 – Apply for a business license. The right to set up in commercial activities requires a business permit in Luxembourg: most of the time, you have to be graduated in the business of your company.
Step 10 – Apply for a VAT number. Value Added Tax (VAT) is a general consumption tax on sales and purchases. To register for VAT, the company must submit an initial declaration to Administration de l’Enregistrement et des Domaines (AED).