Registration fees
Last update
The registration fee is an indirect tax which is levied at the time of incorporation of a company and in certain cases during the existence of said company.
It can be a fixed or proportional fee, depending on the deeds to which it relates.
Who is concerned
Companies become subject to a registration fee for the following operations:
- creation and modification of the company's constitutional documents;
- purchase of business premises;
The following are no longer subject to registration fees:
- the leasing of buildings;
- the construction of buildings;
How to proceed
Creation or modification of the constitutional documents
Business operations concerned
A fixed specific registration fee is levied on operations such as:
- incorporation of a civil or commercial company who has its registered office or central administration in Luxembourg;
- modification of the articles of association of a civil or commercial company who has its registered office or central administration in Luxembourg;
- transfer to Luxembourg of the registered office or central administration of a civil or commercial company.
Amount
The amount of the fixed specific registration fee is set at EUR 75 and must be paid to the Registration Duties, Estates and VAT Authority (Administration de l'enregistrement, des domaines et de la TVA - AED).
Payment deadlines
The specific fixed registration fee becomes payable from the date of registration of the notarised deed and it must be paid within the deadlines set forth by law:
- 10 days for notarial deeds drawn up by notaries who are located in the same commune as the registration office;
- 15 days for notarial deeds drawn up by notaries who are not located in the same commune as the registration office;
- 3 months for notarial deeds drawn up abroad.
Contributing a building located in Luxembourg
Contributing a building in exchange for shares
Contributing a building to a company in Luxembourg which is remunerated in return of shares gives rise to the right to registration fees of 0.6 %, i.e.: 0,5 % registration fees, increased by 2/10th.
This amount is increased by + 0.5 % in transcription fees.
Contributing a building in exchange for remuneration other than shares
Contributing a building to a company in Luxembourg which is remunerated other than with shares gives rise to the right to registration fees of 6 %, i.e.:
- 5 % registration fees increased by 2/10th;
- + 1 % transcription fees.
Acquisition of a building located in Luxembourg
Whenever a company decides to purchase an existing building in Luxembourg, the registration fees amount to 6 % of the purchase price paid for the building, i.e.:
- 5 % registration fees increased by 2/10th;
- + 1 % transcription fees.
An additional tax (communal surcharge) of 3 % of the purchase price is applied to commercial buildings, mixed-use buildings or buildings with any other use, provided said building is located on the territory of the City of Luxembourg.
The registration fees form part of the purchase price of the building and are amortised over its useful economic life.
The fees are collected by the notary who will transfer them to the AED.
Property leasing
Leasing transactions are operations where a lessor rents out one or more existing buildings to a lessee, provided:
- the lessor is an accredited professional or a company incorporated by such professionals whose business purpose is to finance specific buildings through property leasing (leasing is a regulated activity);
- the lessee is using the building for business purposes;
- the leasing contract:
- is concluded for a fixed amount of time whose duration depends on the depreciation period of the leased property;
- must include a clause waiving the VAT exemption which allows the company to exercise its right to opt for VAT;
- at the term of the contract, the lessee can choose to:
- return the building;
- renew the leasing contract under new conditions to be set at the time of the renewal;
- purchase the building under the conditions laid down in the leasing contract.
If all the conditions are met, the leasing contract is not subject to proportional registration fees at the time of its conclusion. It is only subject to a fixed fee of EUR 12.
When the contract expires:
- the return of the property or the renewal of the contract is not subject to registration fees;
- the purchase of the building is subject to the payment of registration fees that apply in the case of acquisition. The amount of the fees is based on all payments which are in relation to the sales price, i.e. on all payments made during the leasing period as well as at the time of the transfer of property. However, the fees will be based on the market value if said market value exceeds the total of the payments made during the leasing contract, including the amount of the final payment.
It should be noted that the market value is the value of the building on the day of the sale.
Tax, civil and criminal penalties will be applied if there has been an attempt to conceal the true sales price in real estate matters.
Who to contact
Registration Duties, Estates and VAT Authority (AED)
-
Registration Duties, Estates and VAT Authority (AED) Registration Duties, Estates and VAT Authority (AED)
- Address:
-
1-3, avenue Guillaume
L-1651
Luxembourg
Luxembourg
B.P. 31, L-2010 Luxembourg
- Phone:
- (+352) 247 80 800
- Fax:
- (+352) 247 90 400
- Email address:
- info@aed.public.lu
- Website:
- https://pfi.public.lu
Related procedures and links
Procedures
Links
Further information
sur le Portail de la fiscalité indirecte
Legal references
-
Loi du 19 décembre 2008
- portant révision du régime applicable à certains actes de société en matière de droits d'enregistrement - portant transposition de la directive 2008/7/CE du Conseil du 12 février 2008 concernant les impôts indirects frappant les rassemblements de capitaux
-
Loi modifiée du 7 août 1920
portant majoration des droits d'enregistrement, de timbre, de succession, etc.
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Loi modifiée du 29 mai 1906
sur les habitations à bon marché
-
Loi du 23 décembre 2016
portant mise en oeuvre de la réforme fiscale 2017
