Description

Domiciliation is defined as the provision of services by a third party, associated with the establishment of a registered office by a company in Luxembourg. This type of third party is regarded as the company’s domiciliation agent.

Luxembourg domiciliation agents are regulated under the amended law of 31 May 1999 regarding domiciliation of companies (the “Domiciliation Law”).

Furthermore, Article 1 of The Luxembourg Domiciliation Law states that only members of certain professions may act as a domiciliation agent for a company. These are:

• A credit institution or other professional of the financial sector and the insurance sector
• An attorney-at-law/European lawyer practising under his country of origin professional title
• A statutory auditor
• A chartered accountants.

However, this provision does not apply to the following situations:

• Domiciliation of a company in Luxembourg at the same address as a natural person who is a partner with a significant influence over the conduct of the company’s affairs;
• Domiciliation of a Luxembourg investment company, or of any other undertaking for collective investment having the legal form of a commercial company, with a management company of undertakings for collective investment;
• Domiciliation of a Luxembourg management company of undertakings for collective investment or an advisory company of undertakings for collective investment with another management company of undertakings for collective investment; and
• Domiciliation of a company with a company belonging to the same group.

In addition to the provisions laid out in Luxembourg domiciliation law, domiciliation agents must also notably comply with:

• Provisions of anti-money laundering legislation and in particular the Law of 12 November 2004 as amended on the fight against money laundering and the financing of terrorism;
• Law of 10 August 1915 as amended on commercial companies;
• Law of 2 August 2002 as amended on processing of personal data; and
• Law of 28 December 1988 as amended on right of establishment and regulating the access to some professions.

Gearup Solutions is a domiciliation agent in accordance with the law of 31 May 1999, which governs company domiciliation.

Our services include:

Provision of a registered office

Corporate services

• Preparation of ordinary and extraordinary general meetings

• Organisation and preparation of board meetings

• Filing and publication of annual accounts

• Assistance in drafting of legal documents and contracts

Liquidation of company

• Preparation of closing balance sheets and final tax returns

• Coordination with the notary

• Legal publications

• Retaining the company’s files for the legal required period

Administration and banking assistance

• Assistance for opening a bank account

• Relationship between the Bank and the Client

• General administrative assistance (e.g. acquisition of participations and the related financing arrangements, loan book administration)

• Contact and follow-up with all the relevant parties

• Human Resources management
• Accounting, Legal, Corporate and Tax Advisory

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