Open Company Branch or Subsidiary in Luxembourg

Many entrepreneurs choose to do business by investing in Luxembourg. There are a lot of advantages, starting with a stable economical environment and qualified workforce. Investors usually choose to set up companies or branches of foreign companies. A company branch established in Luxembourg has no separate legal entity, however being subject to tax. The foreign parent company holds full liability for the branch's debts and obligations.

Preliminary activities prior to registering a company branch in Luxembourg
The company branch which will engage in commercial activities must obtain a registration certificate, having the same legal obligations concerning incorporation as a regular company. However prior to starting this process, the founders must prepare the foundation documents of the branch and establish the list of names and addresses of the management board. The branch's articles of association should be drafted and notarized along with the company's charter and specimen signatures. Also a branch in Luxembourg must be managed by a representative authorized by the foreign company through power of attorney.

Registering a company branch in Luxembourg with the Commercial Register
In order for the company branch in Luxembourg to function according to law, the founders must submit an application for registration with the Commercial Register. The application must contain the articles of association of the branch in Luxembourg, memorandum of association, list of addresses and names of the directors and the authorization for the branch representative. Also a proof of existence for the parent company, consisting of a registration certificate must be submitted along with the application. After 24 hours from receiving the registration the Commercial Registry generates an administrative number which forms the basis for all other identification numbers that will be issued by the administration for direct taxes, indirect taxes or social security service. The registration certificate is issued in four days.

Setting up a company branch in Luxembourg from abroad
Due to the positive attitude towards foreign investment, a legal entity wishing to set up an office in Luxembourg has to comply with few restrictions. The branch must have a permanent registered office in Luxembourg and the incorporation procedure must be carried out by a representative authorized to do so through power of attorney.

How long does it take to set up a company branch in Luxembourg?
The whole process of registration may seem complex, but actually it is straightforward and requires few days for each procedure. Preparing the documents and notarizing them takes one or two days, same as opening a bank account. In four days from submitting the application for registration the certificate is issued, and the company branch comes into existence. A Luxembourg company branch is incorporated in two weeks.