Legal structure of a General Partnership (GP./Société en nom collectif, SNC)

1. Concept

The General Partnership (GP./Société en nom collectif, SNC) in Luxembourg is a partnership in which two or more natural and/or legal persons come together in order to carry on business under a single trading name. The liability of all shareholders of a General Partnership (GP./SNC)  in Luxembourg for its liabilities is unlimited and joint and several.

2. Formation

A General Partnership (GP./SNC) in Luxembourg is formed through the conclusion of a partnership agreement between at least two natural and/or legal persons. Moreover, a General Partnership (GP./SNC) is required to obtain a trading licence  from the Ministry of the Middle Classes, Tourism and Housing as well as registering in the Trade and Companies Register in Luxembourg in order to carry on business.

3. Minimum capital

There is no prescribed minimum capital for the formation of a General Partnership (GP./SNC) in Luxembourg.

4. Company name

The company name of a General Partnership (LGP./SNC) in Luxembourg is only permitted to contain the names of its shareholders.

Tax structure of a General Partnership (GP./SNC)

A General Partnership (GP./SNC) is not taxed as such. Instead, its shareholders are subject to the standard taxation in Luxembourg.

LEGAL and TAX ADVICE and SUPPORT

Our lawyers and tax experts stand ready to advise you personally and free of charge during the decision-making process and throughout the  formation/incorporation/setting up process of a General Partnership (GP./SNC) in Luxembourg.

Please contact us by telephone through the following telephone number

00352 250 345 27

(Monday - Friday between 9am and 4pm)

or by e-mail at the following e-mail address
info(at)startup-luxembourg.com

or simply use our online contact form.

TRADE LICENCE REQUIREMENT IN LUXEMBOURG

A company in Luxembourg must obtain written consent (a trade licence) from Luxembourg's Ministry of Small and Medium-sized Businesses prior to the carrying on of industrial, skilled trade or any other commercial activities. Moreover, it is required to register the business with Luxembourg's tax authority and to apply for a tax number.

Certain requirements must be fulfilled for the granting of a trade licence. The managing director or the manager must accordingly possess the corresponding qualifications and professional experience for the particular activity. Furthermore, the company must have a physical presence in Luxembourg (registered office or office).

THE PREDOMINANT BUSINESS FORMS IN LUXEMBOURG

Companies in Luxembourg are predominantly formed in the following legal forms:

  • Public Limited Company (PLC., Corp./SA)
  • Limited Liability Company (LLC., Ltd./SARL)

Other legal forms in Luxembourg play a minor role. This includes the Partnership Limited by Shares (SCS), the Limited Partnership (LP./SCA) as well as the General Partnership (GP./SNC).