Last update 21.11.2022
A non-profit association (ASBL) recognised as a public interest organisation can amend its articles of association after its founding.
Before doing so, it must file an application for approval to amend its articles of association with the Minister of Justice.
When filing its request for approval, the ASBL that has been recognised as a public interest organisation must include the draft notarised legal instrument (authentic instrument) setting forth the desired amendments to the articles of association.
In order to be valid, the amendments to the public-interest ASBL's articles of association must be approved by way of a Grand-Ducal decree.
Once approved by the Minister of Justice, the amendments to the public-interest ASBL's articles of association must be formalised in writing in an authentic instrument (notarial deed).
Any further amendments to the articles of association must first be approved by the Minister of Justice.
Public-interest ASBLs wishing to amend their articles of association after their creation.
The draft notarial deed amending the public-interest ASBL's articles of association must be filed with the Minister of Justice for approval by Grand-Ducal decree.
The application can be submitted:
If the amendments to the articles of association affect the public-interest ASBL's purpose, the Minister of Justice will be guided by the advice of the Minister of Finance in their decision as to whether to approve the changes.
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Two scenarios are possible:
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Once the Minister of Justice has received confirmation of approval by way of a Grand-Ducal decree, the notarial deed amending the articles of association must be published in its entirety in the Trade and Companies Register (RCS).
To do this, the ASBL must file the following with the RCS: