Guide to Business Registers in Luxembourg

Overview

Luxembourg's company information sits in the Registre de Commerce et des Societes (RCS), operated by Luxembourg Business Registers (LBR). Filed corporate documents (articles of association, annual accounts, board resolutions) are available online at no cost, while certified register extracts and official copies carry a fee.

The RCS holds an unusually high proportion of holding companies, investment vehicles (SICAVs, SIFs, RAIFs), and special-purpose entities because Luxembourg is one of Europe's largest investment fund domiciles. Over 168,000 legal entities were registered as of December 2025. Cross-border KYB workflows often pair Luxembourg with Germany, Belgium, and the Netherlands.

Company data and corporate documents are broadly accessible, but beneficial-ownership information has been restricted to authorised parties since the European Court of Justice's November 2022 ruling, with access rules codified in the Law of 23 January 2025.

Official Registers

Registre de Commerce et des Societes (RCS)

The RCS covers virtually all legal entities in Luxembourg: commercial companies, partnerships, sole traders, civil companies, non-profit associations (ASBLs), foundations, investment funds, and branches of foreign entities. The Ministry of Justice has overseen it since 2003, with day-to-day operations run by Luxembourg Business Registers (LBR), an economic-interest grouping of the State, the Chamber of Commerce, and the Chamber of Skilled Trades.

The register went fully digital between 2006 and 2007. LBR launched a redesigned portal on 25 August 2025 with four sections: Register, File, Consult, and Order. Anyone can search by company name or registration number and download filed documents at no cost.

Entity search. The portal supports search by company name, RCS number, EUID, or registered office address. Results show identity, status, legal form, and a list of filed documents (company publications). No authentication needed.

Company publications. Each company's filing history is on the portal: articles of association, statutory amendments, board appointments and resignations, capital changes, mergers, and dissolutions. These are the legal acts deposited with the RCS and published in the RESA gazette. Together they form a dated record of every structural change in a company's life.

Register extracts. Two formats:

• Electronic extract (Extrait RCS electronique): digitally signed PDF generated on demand. Available in French, English, or German.
• Paper extract (Extrait RCS papier): physical certified copy ordered through LBR. Delivery takes a few business days.

The RCS contains: company name and trade name, registered office address, legal form, RCS number and EUID, date of incorporation, share capital, identity of directors, managers, and authorised signatories (with dates of birth and addresses), articles of association, statutory amendments, and annual financial statements.

The Law of 23 January 2025

The Law of 23 January 2025 (in force 1 February 2025) turned LBR into an active gatekeeper for the RCS. What changed:

• LBR now checks all incoming filings (automated and manual) before acceptance.
• Declarations are cross-referenced against the national population register (RNPP). The RBE and RCS are interconnected in real time.
• LBR can update the register from other official sources without waiting for a filing from the entity.
• All natural persons in the RCS (shareholders, directors, auditors) must provide their Luxembourg national identification number (matricule). It is used for identity verification and cross-register linkage but not disclosed publicly.
• Registered entities must provide an email address for RCS communications.
• LBR flags anomalies for manual review and can start enforcement proceedings.

Graduated sanctions (January 2026)

In January 2026, the Ministry of Justice published the enforcement side of the 2025 reform. LBR runs automated surveillance across registers, cross-checks against national databases, and screens against EU/UN sanctions lists. Enforcement follows a ladder:

1. Notifications and guidance
2. Late-filing fees (EUR 50 to EUR 500)
3. Shortcoming annotations on extracts and certificates
4. Ex officio deregistration
5. Referral to the public prosecutor

Daily penalties for persistent non-compliance run EUR 40 per day, capped at EUR 3,600.

Recueil Electronique des Societes et Associations (RESA)

The RESA is the official electronic gazette for company filings, replacing the paper Memorial C since 2016. Articles of association, statutory amendments, board resolutions, mergers, and dissolutions are published in RESA after submission to the RCS. Consultation is free and open. Legal acts only become enforceable against third parties once published in RESA, so timely publication matters for corporate transactions.

Each publication is timestamped and linked to the entity's RCS number, so a company's full corporate history can be rebuilt from its publication trail.

REGINSOL (Register of Insolvency)

REGINSOL records bankruptcies, judicial liquidations, and reorganisation proceedings for entities in the RCS. LBR manages it, and the register is publicly searchable on the RCS portal, updated as proceedings open or close.

In October 2025, the EU Insolvency Regulation annexes were updated for Luxembourg to cover three judicial reorganisation proceedings: via collective agreement, via transfer by court order, and via mutual agreement.

Registre des Beneficiaires Effectifs (RBE)

The RBE is Luxembourg's beneficial-ownership register, created in March 2019 (law of 13 January 2019). LBR manages it under the Ministry of Justice. All entities in the RCS must declare their beneficial owners within one month of any relevant event, except sole traders, temporary commercial companies, and joint ventures.

The register holds: names and surnames, dates of birth, nationalities, countries of residence, and the nature and extent of beneficial interests. Addresses and national identification numbers are collected but not shown to most users.

The European Court of Justice ruled on 22 November 2022 (the Luxembourg Business Registers judgment) that unrestricted public access to the RBE interfered disproportionately with privacy rights. Public access was suspended immediately. The Law of 23 January 2025 set out the new restricted regime:

• National authorities (prosecutors, CSSF, tax authorities): full access
• AML/CFT obliged entities: access via secure platform with LuxTrust certificate and signed agreement with LBR. Consultations are logged and kept for five years.
• Persons with legitimate interest: professional journalists, NGOs, and civil society organisations working on anti-money-laundering. This tracks the incoming EU AMLD6 framework, which presumes legitimate interest for journalists and civil society.

Only information is accessible, not supporting documents.

Registration and Publication Requirements

Obligations for companies

All commercial companies must register with the RCS at incorporation: public limited companies (SA), private limited companies (SARL and SARL-S), partnerships limited by shares (SCA), general partnerships (SENC), limited partnerships (SCS and SCSp), cooperative companies, European companies (SE), and civil companies.

SARL capital deferral (June 2026). Since 2 June 2026 (Law of 18 May 2026), founders of new SARLs (including SARL-S) can defer cash payment of the EUR 12,000 minimum share capital for up to 12 months after incorporation. Previously, all capital had to sit in a bank account before incorporation. Conditions: capital must still be fully subscribed at incorporation; contributions in kind, amounts above EUR 12,000, and share premium must be fully paid at incorporation; voting rights on unpaid shares are suspended once called and overdue; shareholders with unpaid shares must be identified in accounting documentation.

Annual accounts must be filed by all capital companies (SA, SARL, SECA, cooperatives, SE) and by partnerships and sole traders with turnover above EUR 100,000. Filing must happen within one month of approval and no later than seven months after the financial year-end. Accounts go through the eCDF platform using the standardised chart of accounts (plan comptable normalise, PCN) before reaching the RCS.

Small, medium, and large companies face different disclosure requirements based on size thresholds (balance-sheet total, turnover, employee count). Small companies may file abridged accounts, while large companies must file full financial statements and are subject to statutory audit.

UBO declarations are required for all registered entities except sole traders, listed companies (which only declare the regulated market), and temporary commercial companies. Filing must happen within one month of incorporation or any change.

Board gender diversity (June 2026). The Law of 19 December 2025 requires Luxembourg-registered listed companies (excluding SMEs) to have at least 33% of board seats held by the underrepresented gender by 30 June 2026. This transposes EU Directive 2022/2381 and affects about 30 companies. The CSSF can impose penalties from EUR 250 to EUR 250,000.

Obligations for sole traders (commercants personnes physiques)

Any natural person carrying on a commercial activity must register with the RCS using a LuxTrust certificate. Sole traders must keep accounting records but only need to file annual accounts if turnover exceeds EUR 100,000 excluding VAT.

Sole traders have no UBO obligations because they are natural persons, not legal entities.

Non-profit associations (ASBLs) and foundations

ASBLs (associations sans but lucratif) and foundations must register with the RCS and file their articles of association. An ASBL gets legal personality when its statutes are published in RESA.

The law of 7 August 2023 modernised the ASBL and foundation framework. The 24-month transitional period ended on 23 September 2025. All ASBLs formed before the new law must now meet these requirements:

• Minimum two founders (down from three)
• Annual accounts filed within one month of approval
• Size categories (small, average, large) with simplified accounting for small associations
• No more annual member-list filing (replaced by an internal register)
• UBO declarations for all ASBLs and foundations

A follow-up amendment (in force 13 December 2024) abolished the homologation procedure and extended administrative dissolution without liquidation to insolvent organisations. ASBLs that ignore an LBR update request for six months and have not filed anything in five years face administrative dissolution.

Anti-Money Laundering Framework

The Law of 19 December 2025 overhauled Luxembourg's AML framework. The former closed list of "primary offences" that could trigger money laundering prosecution was replaced with a reference to all crimes and offences. Foreign tax fraud can now be prosecuted as money laundering in Luxembourg. The scope was widened to cover corruption, forgery, influence peddling, extortion, and false accounting, as part of Luxembourg's FATF action plan ahead of the June 2026 assessment.

The CSSF supervises AML/CFT compliance. Obliged entities must verify beneficial ownership through the RBE (via LuxTrust) or through other reliable sources.

With Topograph

Topograph queries the RCS, RESA, and (for obliged entities) the RBE through one API. Company identity, officers, accounts, and beneficial-ownership data come back in a single call. The same API powers a web application for analysts.

Available Data

Company Profile

• Legal name and trade name
• Registered office address
• RCS registration number and EUID
• Legal form
• Date of incorporation
• Registration status
• Share capital
• Activity sector (NACE code) when available

Legal Representatives

• Name and address of directors, managers, and authorised signatories
• Roles and powers
• Appointment and expiry dates

Shareholders

• Name and address
• Number and types of shares

UBO (Ultimate Beneficial Ownership)

• Names, dates of birth, and nationalities
• Nature and extent of beneficial interests
• Access depends on a legitimate-interest request to the RBE

Company Monitoring

Topograph tracks publication history on the RCS for monitored companies. When a new filing appears (board change, capital increase, address move, statutory amendment), the system picks it up and sends an alert. See our dedicated guide to company monitoring in Luxembourg for details.

Available Documents

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