The Simplified S.à r.l. : A New tool to support the Booming Luxembourg Start-Up Industry
Luxembourg one again strengthens its position as a leading European hub for startups and innovation with the adoption on 13 July 2016 of the bill of law 6777 establishing the simplified private limited liability company (“société à responsabilité limitée simplifié” or “S.à r.l.-S”), which will enter into force on 16 January 2017.
The S.à r.l.-S has been designed to allow a natural person who wishes to test and develop business innovative ideas to create a tailor-made company in a timely and cost-efficient way, with a symbolic financial contribution – i.e. EUR 1 as a minimum starting capital – while benefiting from limited liability. The main features of the S.à r.l.-S – being a simplified variant of the tradition S.à r.l. – may be summarised as follows:
- It can be incorporated under private seal instrument (i.e. without the need for a notary) with an initial corporate capital of between EUR 1 and EUR 12,000, which must be entirely subscribed and paid-up;
- Its capital is open to natural people only who further cannot be members of several S.à r.l.-S at the same time;
- It can only be managed by a natural person; and
- It can only carry out activities for which a business license is required (autorisation d’établissement) under the law of 2 September 2011 (which license must be obtained prior the formal incorporation of the S.à r.l.-S)
With its reduced costs of incorporation, the S.à r.l.-S is for sure a dedicated vehicle for young talented entrepreneurs with limited financial resources but unlimited ideas.
Written by Nicholas Martin – Coficom Trust S.à r.l. – Luxembourg