There are several key areas to be aware of within the Luxembourg employment regulatory framework, especially for companies that plan to initiate a full local office and human resources department. These challenges can be mitigated by use of a locally sourced payroll provider who is familiar with all of the local laws and rules for both local employees as well as foreign nationals.
Full time contracts with an indefinite duration constitute the rule, while short term employment contracts are the exception and they are valid only when all conditions provided for by law are fulfilled.
Short term contracts may not exceed 24 months (including renewal). Particular attention should be given to corporate officers appointed in accordance with Luxembourg company law who may also have an employment contract.
|Statutory Working Hours ?||
Generally, the common principle is a maximum of 40 hours per week and 8 hours per day. Overtime work is allowed only in special and subject to prior ministerial authorization (i.e. overtime should not applicable to employees holding a superior management position as defined by the law). Overtime may be either given by time off. Sunday work is generally not allowed, although some derogations are possible based on the type of workers, business, firms or occupations.
|Medical Leave ?||
In case of an accident or sickness, the employee must inform the employer verbally or in writing on the day of the accident/sickness, he/she must send a medical attest confirming his/her inability to work along with the expected period of absence. When these formalities are fulfilled, the employer may not dismiss the employee, even for gross misconduct, for a period of 26 weeks following the accident/illness.
|Annual Leave Accrual Entitlement ?||
A part from the 10 days of public holidays (per calendar year) a full time employee is entitled to receive 25 days of statutory leave per calendar year. Additional holidays are possible under certain circumstances (e.g. collective bargaining agreements, internal regulations or disabled employees).
|Maternity Leave in Luxembourg ?||
A pregnant employee must receive a paid maternity leave for between 16 and 20 weeks, subject to certain conditions. This leave is paid by the Luxembourg social security authorities up to an amount equaling five times the minimum social wage. Both parents may have a right to six months full time parental leave or one year part-time parental leave, upon certain conditions are met, until the child has reached the age of five years. Family leave is paid by the Luxembourg social security authorities on a monthly lump sum basis.
|Termination of Employment ?||
It is possible for an employer to terminate a full time contract for real and serious reasons and in respect of the applicable notice periods (2-6 months). The employer must notify the dismissal by registered letter.
A severance payment must be paid to a dismissed employee who has completed at least five years of service. In the case of resignation, the employee has to give notice to the employer, which is half the length the employer would have to give. In this case, the employee has then no right to a severance payment and no right to unemployment benefits.
The employer (or the employee) may terminate the contract without notice in case of gross misconduct by the other. In this case, a judge may state whether or not the facts justify a dismissal for gross misconduct.
|Probation Period ?||
A trial period may be provided for in both indefinite and definite duration contracts, which normally varies from two weeks to six months. In certain circumstances (depending on the wage of the employee or the level of his qualifications) the trial period may not be longer than 3 months or may be extended up to 12 months.
|Management Fee for Employer of Record Services / Monthly Payroll Costs||
Shield GEO does not operate in Luxembourg.
|Tax Returns Supplied||
|Employers Social Security and statutory contributions||
11.05% calculated on gross salary
|Employees Social Security and statutory contributions||
12.72%- 14.89%, calculated on gross salaries
Insurance Contracts: 4% on the insurance premium.
Considering average income statistics and the income tax rate, the cost of living in Luxembourg is relatively high. Taxes in Luxembourg, however, are lower compared to neighboring European countries.
Given the territoriality of tax, only companies that have a sufficiently strong attachment with Luxembourg have unlimited tax liability. This is valid for resident companies, i.e. a company who has its registered office or centre of effective management in Luxembourg.
Non-resident companies, i.e. a company whose registered office is not in Luxembourg but who generates Luxembourg income is subject to limited tax liability.
|Remote Payroll ?||
A remote payroll system is where a foreign company, i.e. a non-resident company, payrolls a resident employee in Luxembourg. Under Luxembourg law, companies registered in other countries are allowed to obtain a license to do business and have employees in Luxembourg.
|Local Payroll Administration ?||
In some cases, a company will register their business in Luxembourg under one of the forms available: S.A., S.à.r.l., S.e.N.C.S., S.e.C.S. and Sole Proprietorship but prefer to have another company administering its payroll. This can be accomplished through a payroll provider. It is important to note that the company, as the Employer of Record, is still fully responsible for compliance with employment, immigration, tax and payroll regulations. But the payroll calculations, payments and filings can all be outsourced to the payroll provider.
|Internal Payroll ?||
Larger companies with a commitment to Luxembourg may wish to run their own local payroll for all employees, foreign and local. In order to accomplish this, they will have to complete incorporation, register the business and then hire the necessary staff. There will be a need for in country human resources personnel who have the background needed to manage a Luxembourg payroll, and can fulfil all tax, withholding, and payroll requirements.
This approach carries significant cost and requires some knowledge of local employment and payroll regulations. The company will need a local accounting firm and potentially legal counsel to ensure full compliance with Luxembourgish employment laws.
|Fully Outsourced Payroll & Employment ?||
Shield GEO does not operate in Luxembourg.
|Corporate Income Tax ?||
22.47% on taxable profits
|Income Tax Rate ?||
|Sales Tax ?||
|Withholding Tax ?||
|Other Tax ?||
Municipal Tax: 6% calculated on taxable profits with an allowance of EUR 17,500.
|Time to prepare and Pay Taxes ?||
|Time required to start a Business ?||
Foreign workers are required to have the proper visas and work permits in Luxembourg, as established by immigration laws. Work permits must be secured for employees, and sponsored by a locally licensed and incorporated entity, which can be a problem for companies just entering the Luxembourg market.
EU/EEA (European Economic Area) and Swiss citizens do not need a work permit or visa to work in Luxembourg.
Non-Luxembourg nationals willing to stay for more than three months in Luxembourg have to apply for a residence permit (EEA nationals) or a foreign identity card (others) and to register in the municipality where they intend to live within three days of their arrival in Luxembourg.
Non-EEA nationals must obtain a work permit prior to the start of their employment activity in Luxembourg. An individual work permit is granted by the Ministry of Foreign Affairs on recommendations of the Department of Employment. Priority is given to Luxembourg nationals and EU-nationals. In principle, for the first application, a work permit valid for one year and renewable will be granted. Exceptionally, in case of a group of workers seconded temporarily to Luxembourg, a collective permit can be delivered on behalf of the foreign company for a duration of maximum eight months.
Process of sponsoring a non-EEA worker
An employer in Luxembourg is not allowed to employ a non-EU citizen until the first has advertised the position at the Luxembourg employment office (Administration de l’Emploi – ADEM). Only if the available position cannot be filled by a Luxembourg resident may the employer offer the job to a non-EU citizen.
When non-EU citizens have been offered a job in Luxembourg, employers have to make sure that employees have applied for a temporary residence certificate (Autorisation de séjour temporaire) at the Immigration Directorate of the Ministry of Foreign Affairs before arrival in Luxembourg. Also, employees must request an Autorisation de séjour d’un ressortissant de pays tiers en vue d’une activité salariée. Application for authorisation to stay must be sent to the Direction de l’Immigration du ministère des Affaires étrangères.
The necessary documents vary depending on the type of application, however, the following documents are required in the majority of cases.
All documents not in French, German or English should be translated into one of these languages by a sworn translator, and authenticated with an apostille certificate from a competent authority in the applicant’s place of residence.
If a reply has not been received within three months, the applicant can consider the application refused. It is important to note that once the Autorisation de séjour has been issued, the applicant must enter Luxembourg within 90 days or, if a visa is required, the application for a visa must be sent within 90 days.
Applicants can generally expect a decision within 4-12 weeks from the date on which their application has been lodged.
|Category||Description of Visa|
|Short Stay Visas (“C”)||
A short stay visa (visa C) allows to transit through or stay in the Schengen area for an uninterrupted period of 90 days maximum or for 90 days accumulated in stages over 180 days for:
• tourist or family visits;
Third country nationals subject to a visa obligation who wish to stay in Luxembourg for less than 90 days over a period of 180 days for business, family or tourist visits, etc. must apply for a short stay visa (visa C).
Visa applications should in principle be lodged at least 15 calendar days before the intended visit and cannot be lodged earlier than 3 months before the start of the intended visit.
Holders of a multiple-entry visa may lodge the application before the expiry of the visa valid for a period of at least 6 months.
The applicant must submit a completed and signed Schengen visa application in person at:
The application must be accompanied by the following documents:
Before sending the formal obligation to the third country national for whom he is acting as guarantor, the guarantor must:
If his application is accepted, the guarantor receives an official stamped copy of the document. The foreign national then has 6 months to use this document to apply for his visa.
The issuance of the visa alone does not necessarily give the right of entry or stay in Luxembourg.
Applications shall be decided on within 15 calendar days of the date of their lodging. In particular cases, namely whenfurther scrutiny of the application is needed or if the if the application is submitted to a consulate of a State representing Luxembourg, this period may be extended up to a maximum of 30 calendar days.
When the visa is granted, it is affixed in the passport in the form of a visa sticker.
It does not give the holder the right to carry out a paid activity in Luxembourg. In this case, the person must apply for a visa type D.
Extension of the visa C
When applying for a visa extension, the applicant must show that he cannot leave Luxembourg before the expiry of his visa or the authorized period of stay, for reasons of force majeure, for humanitarian reasons or for serious personal reasons.
Cost: EUR 60
|Long Stay Visas (“D”)||
If foreigners wish to travel to Ireland for more than 3 months, for example to pursue a course of study, for work or to settle permanently in Ireland with family members who are already resident in Ireland, then they can apply for a long stay ‘D’ visa for a single entry.
Before applying for a visa D, a non-EU national must apply, from his country of origin, for a temporary authorisation to stayat the Immigration Directorate of the Luxembourg Ministry of Foreign and European Affairs (ministère des Affaires étrangères et européennes).
The application procedure for the authorisation to stay depends on the proposed activity:
In the 90 days following receipt of the temporary residence certificate, the applicant must submit, in person, a long stay visa application (D) in 2 copies to the Luxembourg diplomatic or consular mission in his country of residence or, failing that, to the embassy or consulate of the country in the Schengen area which represents Luxembourg for the issuance of long-stay visas (only the Belgian embassy or consulate).
The application must be accompanied by the following documents:
When the visa is granted, it is affixed in the passport in the form of a stamp or vignette.
A visa type D is valid for a period of 90 days to 1 year maximum.
Cost: EUR 50
|EU Blue Card||
A third-country national who wishes to come to Luxembourg to work as a highly qualified worker for a period of more than 3 months, must follow a procedure in 2 consecutive steps:
1. The future third-country worker must submit an application for a temporary authorisation to stay (on plain paper) from his country of origin:
2. The application must be submitted and approved before coming to Luxembourg, except in certain special cases (i.e. third-country nationals who already hold a residence permit in Luxembourg).
The application for a temporary authorisation to stay must contain the applicant’s identity (surname, first name and contact details) and must be accompanied by the following documents and information:
The documents enclosed must be originals or certified true copies.
Should the authenticity of a document be in doubt, the Minister of Immigration can request that the document be authenticated by the appropriate local authority and legalised by the embassy (or alternatively notarised with an apostille of the Hague).
If the documents are not drawn up in German, French or English, an official translation by a sworn translator must be attached.
The Ministry of Foreign and European Affairs has maximum 3 months to send a reply. If no decision is sent within this time, the application has been rejected.
In case of a favourable reply, the third-country national receives a “temporary authorisation to stay”, sent by post. This temporary authorisation to stay is valid for a duration of 90 days. During that time, the third-country national must:
After entering Luxembourg, the third-country national must take steps to obtain a residence permit.
Passport and visa
Third-country nationals who are not subject to visa requirements may enter Luxembourg with their authorisation to stay and their valid passport.
Before travelling and leaving the country of origin, the third-country national subject to a visa must bring the authorisation to stay and submit a visa type D application form to the Luxembourg diplomatic or consular mission in his country of residence or, failing that, at the embassy or consulate of the country in the Schengen area which represents Luxembourg with regard to the issuance of visas (Belgium or the Netherlands).
The visa, valid for a maximum period of 3 months, is affixed in the passport in the form of a seal.
If the third-country national has a valid residence permit as a family member of an EU citizen or a valid residence permit issued by another EU Member State, a visa is not required. The third-country national must nonetheless have a temporary authorisation to stay.
Declaration of arrival
When entering Luxembourg territory, the third-country national must hold valid travel documents (visa and passport, where applicable), as well as his temporary authorisation to stay.
He/she must make a declaration of arrival at the administration of the commune where he intends to establish residence, within3 days of arrival in Luxembourg, presenting:
The applicant will receive a copy of the declaration of arrival as a receipt.
The copy of the declaration of arrival together with the authorisation to stay are valid as a work and residence permit until the residence permit is issued.
The third-country worker must undergo a medical check for foreigners as soon as possible which consists in:
After receiving the results of these examinations, the Immigration Medical Department (Service Médical de l’Immigration – SMI) of the National Health Directorate (Direction de la Santé) will issue a medical certificate, which will be sent to the Immigration Directorate (Direction de l’Immigration) of the Ministry of Foreign and European Affairs (ministère des Affaires étrangères et européennes) to allow the residence permit application to be processed.
Residence permit application
Third-country workers must submit an application for a residence permit for third-country nationals, also called EU Blue Card, to the Immigration Directorate of the Ministry of Foreign and European Affairs within 3 months of entry into Luxembourg.
The following documents must be sent together with the residence permit application form:
When the application is approved, the applicant will receive a letter inviting him/her to come in person with a valid passport to the Immigration Directorate of the Ministry of Foreign and European Affairs during opening hours. The applicant will get his/herphotograph and fingerprints taken, which will be incorporated into the residence permit. The applicant may also bring a recent photograph compliant with OACI/ICAO standards (‘biometric passport standards’).
A few days after the biometric data have been provided, the applicant may pick up the residence permit in person at the Immigration Directorate. The exact date will be communicated to the applicant at the time the biometric data are being collected.
The residence permit takes the form of a chip card containing the biometric data. It includes the work permit.
The residence permit includes information about its holder (surname, first name, nationality, date and place of birth), as well as specific information about the residence permit (permit category, date of beginning and end of validity of the permit).
Certain residence permit categories include additional information in the field “observation”.
After receiving his/her residence permit, the applicant must return to the administration of the commune of residence with the passport in order to confirm the arrival declaration and obtain a certificate of residence.
The residence permit is valid from the date of the arrival declaration at the commune. The residence permit is renewable on request as long as the application conditions are met and its holder can prove that he/she has effectively worked for the duration of validity of the residence permit.
The first residence permit for highly qualified workers is valid:
The sector and profession for which the non-EU national is authorised to work are indicated on the residence permit under the field “observations” in the form of an “ISCO” code.
It is a 3-digit code representing the profession for which the access to the job market is granted, defined according to the ISCO classification (International standard classification of occupations). The ISCO classification is an international classification of professions developed by the International Labour Organization.
The complete list of ISCO codes is available online. For more information on the classification, see the website of the International Labour Organization.
A change of sector and/or profession is only possible if authorised by the Minister of Foreign and European Affairs.
Renewal of the residence permit
If the conditions are met for the first renewal and for each subsequent renewal, the residence permit is valid for:
Third-country nationals must submit an application for renewal of the EU Blue Card to the Immigration Department of the Ministry of Foreign and European Affairs (ministère des Affaires étrangères et européennes) within 2 months prior to the expiry date of the residence permit.
The application for renewal must be accompanied by the following documents:
Cost: EUR 80
When setting up a company you may want to consider these factors:
In 2011 Luxembourg made starting a business easier by speeding up the delivery of the business license. Trade permits are also important.
Culture and languages may be an influence. Doing business is considered very formally in Luxembourg, and there is a distinct separation between private and corporate life. Assertiveness and being concise are really important in building relationships. Luxembourgish is the national language, although French, German and English are widely spoken.
There are five main types of business available to foreign companies in Luxembourg, regulated under Luxembourg law on commercial companies (15 August 1915 – the “Companies Law”):
Each of these business forms has distinct advantages and disadvantages, as well as differing scope of business activities, registration requirements and minimum capital requirements. In most cases it will depend on the degree of commitment a company has to Luxembourg and the planned business activity.
The Société Anonyme (SA) is joint stock company and it is formed under the Commercial Companies Law 1915, as amended. By law, SAs must have a minimum capital of approx. € 31,000 divided into freely transferable shares held by a minimum of two shareholders, who may be resident or non-resident persons or juridical entities.
The shareholders’ liability is limited to the amount of their subscribed (not necessarily paid-up) capital. There is a Board of Directors (at least three), and day-to-day management may be delegated to a managing director.
By Law, the SA’s statutes must be printed in French or German and a director must give his name, address and occupation.
The SA must have a registered office in Luxembourg, but only the share register need be kept there.
Accounts need to be submitted annually to the Registrar of Companies and need only be audited only if a company exceeds a specific size:
The incorporation deed and articles of association of a S.A. (but also for S.àr.l., S.E. and S.e.C.A.) include, but are not limited to, the following main information:
The Société à Responsabilité Limitée (S.A.R.L.) must have a minimum paid-up capital of around € 12,400 divided into ‘participation certificates’ which cannot be freely transferable. There may not be more than 40 shareholders, and they are liable for the amount of their paid-up capital.
Steps required to set up a Sarl are as follow:
Deposit the minimum capital requirement
The promoters must open a bank account in the name of the company in formation and must transfer the amount of the share capital to this account before the passing of the deed of incorporation. For the purpose of the passing of the notarial deed, the bank will remit an escrow certificate (certificat de blocage) certifying that the funds corresponding to the amount of the share capital are “blocked” in the escrow account. The funds are automatically unblocked on delivery of a certified copy of the notarial deed of incorporation and the issue by the notary of the release certificate (certificat de déblocage).
Verify uniqueness of company name and reserve name
Shareholders are free to choose the company’s name but must ensure that it is unique. Each person requesting the Trade and Companies Register to confirm the availability or non-availability of a company’s name may select four types of documents to reflect the answer of the Trade and Companies Register. The most expensive type of document has a price of EUR 10.
Notary drafts and notarizes the company deed
A private limited liability company must be incorporated before a Luxembourg notary public.
The Luxembourg notary draws up the deed of incorporation which includes the articles of association of the company. Model of articles of association may be found on Internet (the national Chamber of Commerce’s E-space Entreprises information center can help incorporators to complete the model of documents).
The Luxembourg notary is held by law to pay all the costs relating to the incorporation and registration of the company and which include, the notary fees EUR 450 (fee EUR 150 + sundry expenses EUR 200 + certified copies EUR 100); Company Register fees EUR 250; Publication in Official Gazette EUR 250; Sundries EUR 50.
The notary must provide a detailed account/invoice once the company is incorporated.
Apply for business license
This license/permit is issued by the Ministry of Middle Classes for a commercial activity or by the Ministry of Economy for industrial activities upon request and on proof of knowledge of business management. To apply for a business license, promoters must submit the following documents:
The business permit application can be submitted before executing the notary deed because the Ministry of the Economy checks the draft articles of association—the company name, business purpose, and identity of directors and officers for compliance with the provisions of the applicable law.
Generally, the business license/establishment permit application and notary deed processes start more or less at the same time and are pursued simultaneously. Although the company incorporation process requires a notary, the founder may directly register the company with different administrations and obtain identification numbers and the business license/establishment permit.
Since October 2011, business license requests can be handed in online at www.guichet.lu. The required documents are the same ones. They all need to be transformed into a PDF and attached to the online form. In order to be able to deposit the business license online, the applicant is required to have a LUXTRUST certificate in order to sign the application form electronically.
Register at the one-stop shop
The notary public must levy an initial payment for all applicable company incorporation fees and taxes, including registration costs.
The notary must register:
The Trade and Companies Register arranges for the publication of the incorporation deed in the Official Gazette within 2 months of the company’s registration. Upon usually 24 hours of the registration, the Trade and Companies Register generates an administrative or official (register) number that accompanies the company during its corporate life. This number forms the basis for all other identification numbers to be issued by the administration for direct taxes (tax number), the administration for indirect taxes (VAT number), or the social security service (pay-as you-earn number and employer number). Applications can be filed for both VAT and social security at the one-stop, which distributes the forms to the relevant administrations. The company’s registration with the Chamber of Commerce is done automatically.
Unblock the authorized capital
Once the company is incorporated, the notary public immediately issues a release certificate (certificat de déblocage), indicating that the company has come into existence. This certificate will be sent to the bank, together with a copy of the incorporation deed, for the release of the funds corresponding to the share capital.
Approx. 1 month
There are two types of partnerships in Luxembourg, namely Société en Nom Collectif or S.E.N.C. (normal partnership) and Société en Commandite Simple or SECS (limited partnership.
Société en Nom Collectif or S.e.N.C.
A Société en Nom Collectif (SENC) is considered to be a partnership, which may be formed by two or more persons all of whom are personally, jointly and indefinitely liable for the partnership’s debts. As a general rule, shares of an SENC are not normally transferable, though the articles of association may provide for departures from this rule.
No minimum share capital is required to form this company.
Constitutional documents are notarized or private deed. It is necessary to publish the extracts in the official journal (Mémorial C) (signed by the notary and mentioning the precise names of the jointly and severally liable partners).
Find and register a company name
The company name is mandatory and it should include the indication of the name of one or more partners. The company name must be changed if one of the partners mentioned in it leaves the company.
The duration of the company can be unlimited, unless otherwise specified in the articles of association.
Accounting and financial information
An SENC must comply with the standard chart of accounts (plan comptable normalisé) and keep its accounts at the registered office for inspection by interested parties if the annual turnover exceeds EUR 100,000 (excluding VAT).
In addition, an SENC must follow the chart of accounts where:
Société en Commandite Simple or S.e.C.S.
A Société en Commandite Simple (SECS) is limited partnership, which is formed by one or more partners (the “general partners”) who are jointly and indefinitely liable for the partnership’s debts and by one or more “limited partners” whose liability, is limited to their contribution.
Both SENC and SECS are not subject to tax in their own name, but to personal income tax which is payable by the partners to the extent of their share in the partnership’s income.
Constitutional documents must be notarized or private deed. Also publication of extracts in the official journal (Mémorial C) must be signed by the notary and mention the precise names of the jointly and severally liable partners.
The company name must include the names of one or more general partners in order to make known to third parties the unlimited liability of the general partners (by including the names of limited partners gives rise to their unlimited liability).
The duration of a SECS is unlimited, unless otherwise specified in the articles of association.
A sole proprietorship indicates a person who carries out his activity in his own name, whether he/she is a trader, a skilled craftsman or a self-employed intellectual worker. A self-employed entrepreneur takes decisions alone and has sole responsibility for the financing of the business, assuming therefore full responsibility towards third parties (debts of the business) and commits his personal assets.
This form of operation guarantees independence as well as minimal formalities. There are nevertheless higher risks for the entrepreneur since liability is not limited to the amount of his contribution.
No constitutional document (articles of association) is required because the entrepreneur is acting in his own name. Also no legal personality is created – only the business operator (entrepreneur) has a legal personality as a natural person.
In the event of death of the entrepreneur, the business is subject to the common law of successions with the possible risk of dismantling.
No minimum capital is required and the operator alone decides to commit capital to his business.
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