The Luxembourg Registre de Commerce et des Sociétés is the authoritative source for the legal existence of any commercial entity incorporated in the Grand Duchy. An extract from this register establishes the formal record: name, seat, directors, capital, and the chronology of filed amendments. That record answers the first layer of a control question — who is named and what authority they hold on paper.
Control, however, does not end at the directors. Luxembourg operates a two-register architecture. The RCS holds the corporate record. The RBE holds the beneficial ownership record. An extract from the RCS alone does not close the control question. This page describes what the RCS extract contains, what it costs to obtain, how long it takes, and where the chain of information stops.
Source: Registre de Commerce et des Sociétés (RCS), Luxembourg · verified 2026-09-01
What a Luxembourg RCS extract contains
The extract is a certified output of the data filed with the RCS at the moment of issue. Its contents are governed by Luxembourg commercial law and reflect the mandatory disclosure obligations applicable to the entity type.
A standard extract covers:
- Legal name and any trade name on record
- Registered office address
- Legal form (SA, SARL, SCA, SCS, SNC, SE, or other)
- Date of incorporation and registration number
- Statutory capital as last filed
- Identity and mandate of directors, managers, or members of the supervisory board
- Authorised signatories and scope of their powers
- Date and nature of the most recent filed amendment
The extract does not include financial statements. Those are filed separately and retrieved as distinct documents. The extract does not include minutes of general meetings. It does not include the shareholders register, which for most Luxembourg entity types is maintained privately by the company itself and is not deposited with the RCS.
Source: Registre de Commerce et des Sociétés (RCS), Luxembourg · verified 2026-09-01
The shareholders register and the control question
For a Luxembourg société à responsabilité limitée (SARL), the list of shareholders (associés) with their respective holdings is filed with the RCS and is therefore visible in the corporate record. This is a material distinction from many other jurisdictions.
For a société anonyme (SA), the shareholders register is not public. Shares may be held in bearer or registered form subject to dematerialisation rules. The identity of shareholders in an SA is not established from the RCS extract alone.
The practical consequence: a control analysis for a Luxembourg SA requires sources beyond the RCS extract. The RBE provides beneficial ownership data subject to access conditions that changed following the CJEU judgment of November 2022. Access to RBE data for non-SARL entities requires a demonstration of legitimate interest or a specific professional status. This is not a procedural obstacle that can be removed by a faster application. It is a structural ceiling of the source.
Source: Registre de Commerce et des Sociétés (RCS), Luxembourg · verified 2026-09-01
Procedure for ordering an extract
The RCS operates an online portal (Luxembourg Business Registers, LBR) through which extracts can be ordered. The process involves:
- Identifying the entity by name or registration number in the LBR search interface
- Selecting the extract type: simple extract, certified extract, or full filing history
- Submitting the request with the required identification of the applicant
- Payment of the applicable fee as published in the LBR tariff schedule
- Receipt of the document in electronic or paper form depending on the option selected
A certified extract carries the electronic seal of the registrar and is accepted for cross-border corporate due diligence purposes. An uncertified extract is sufficient for internal verification but may not be accepted by notaries or financial institutions in other jurisdictions without additional authentication.
The timeline for a standard certified extract is measured in business days from confirmed payment. Expedited processing is available; the current terms and fees are published on the LBR portal and are subject to revision.
Source: Luxembourg Business Registers (LBR) · verified 2026-09-01
Language and authentication
The RCS issues documents in French, German, or Luxembourgish. English is not an official language of the register. A certified extract issued in French carries full legal weight within Luxembourg and in jurisdictions that accept French-language corporate documents.
For use in common-law jurisdictions or in proceedings before English-language tribunals, the extract requires a sworn translation. The translation does not alter the content of the extract; it renders it accessible to the receiving authority.
Apostille authentication under the Hague Convention of 1961 is available for Luxembourg documents. Luxembourg is a contracting state. The competent authority for apostille is the Ministry of Justice. The apostille confirms the authenticity of the signature and seal of the issuing authority; it does not certify the accuracy of the underlying corporate data.
Source: Registre de Commerce et des Sociétés (RCS), Luxembourg · verified 2026-09-01
The limit of what the sources allow
The RCS extract establishes the legal record as filed. It does not establish what is true behind the filed record.
Directors. The extract names directors as filed. It does not confirm whether a director exercises actual authority or acts under instruction from an undisclosed principal. Nominee director arrangements are not prohibited in Luxembourg and are not visible in the extract.
Shareholders in an SA. As noted above, the shareholders register of an SA is not deposited with the RCS. The extract names no shareholders for this entity type. The control question for an SA cannot be answered from the RCS alone.
Shareholders in a SARL. The filed list of associés is visible. However, if a SARL shareholder is itself a holding company — incorporated in Luxembourg or abroad — the chain continues upward. The extract shows one layer. Each layer above requires a separate request to the relevant register.
Beneficial ownership. The RBE holds this data. Access conditions apply. An RBE record that shows no beneficial owner above the 25% threshold does not confirm that no such owner exists; it confirms that none has been declared above that threshold.
Negative results. The absence of a filing does not confirm the absence of the underlying fact. A company may be subject to insolvency proceedings filed in a court that has not yet updated the register. A director may have been removed by a resolution not yet deposited.
The ceiling of what the sources allow is stated before payment. The report delivered at each tier names the layer at which the chain stops and the reason it stops there.
Source: Registre de Commerce et des Sociétés (RCS), Luxembourg · verified 2026-09-01
Where the sources disagree
Cross-referencing the RCS extract against the RESA (Recueil Électronique des Sociétés et Associations) — the official gazette for Luxembourg corporate publications — sometimes reveals a gap. A resolution published in the RESA may not yet appear in the extract if the deposit has been made but the register has not been updated. Conversely, an extract may reflect a change that has not yet been published in the RESA.
This gap is not an error. It reflects the two-step process of deposit and publication. For time-sensitive transactions, both sources must be checked and the date of each record noted. A discrepancy between the two is itself a result: it identifies a change in progress and a window of uncertainty.
Source: Recueil Électronique des Sociétés et Associations (RESA) · verified 2026-09-01
Scope and fixed price
| Tier | Price | What is included | Not included |
|---|---|---|---|
| Signal | €440 | Certified RCS extract (current directors, capital, registered address, entity type); RESA cross-check for recent amendments; language note for English-language use | Shareholders register; RBE beneficial ownership layer; translation; apostille |
| Standard | €890 | All Signal content; shareholders register retrieval for SARL entities (filed list of associés with holdings); RESA gap analysis; summary of control chain to the first layer above | Beneficial ownership above first layer; SA shareholder identification; translation; apostille |
| Extended | €1800 | All Standard content; multi-layer chain tracing to the extent permitted by available registers; RBE access attempt with legitimate-interest declaration; identification of the layer at which the chain stops and the reason; translation into English of the certified extract | Apostille; legal advice; qualification of findings |
The price covers the analytical work and the cost of official document retrieval. Registry fees are included. Payment is arranged after a request is submitted.
FAQ
What is the difference between an RCS extract and an RBE extract? The RCS extract covers the corporate record: legal form, directors, capital, and — for SARLs — the filed shareholders list. The RBE extract covers declared beneficial owners above the 25% threshold. They are separate documents issued by separate registers. A control analysis for a Luxembourg entity typically requires both.
Does the extract confirm that the company is in good standing? The extract confirms the current state of the filed record. It does not constitute a certificate of good standing in the common-law sense. Luxembourg does not issue a standalone good-standing certificate equivalent to those issued by, for example, Companies House in the United Kingdom. The absence of a dissolution or liquidation entry in the RCS is the closest available indicator.
How long is an extract valid for due diligence purposes? There is no statutory validity period for an RCS extract. Counterparties and financial institutions typically require an extract dated within 30 to 90 days of the transaction. The receiving party's requirements govern; the extract should be ordered as close to the date of use as the timeline permits.
Can a foreign company order an extract without a Luxembourg address or identifier? Yes. The LBR portal accepts requests from applicants without a Luxembourg address. The applicant must identify the target entity by name or registration number. No national identifier is required from the applicant.
What happens if the entity is not found in the RCS? An entity not found in the RCS has not been registered in Luxembourg or has been struck off. A negative search result is itself a result. The report records the search parameters, the date of the search, and the outcome.
Sources
- Registre de Commerce et des Sociétés (RCS) / Luxembourg Business Registers — https://www.lbr.lu — verified 2026-09-01
- Recueil Électronique des Sociétés et Associations (RESA) — https://www.resa.lu — verified 2026-09-01
- Registre des bénéficiaires effectifs (RBE) — https://www.lbr.lu/mjrcs-rbe — verified 2026-09-01
Disclaimer: This report is a factual compilation from official registers and public sources. It is provided for informational purposes only, does not constitute legal advice, and contains no legal qualification of the facts established. VLO Law Firm assumes no liability for actions taken or not taken based on this material. For advice regarding your particular situation, please contact info@vlolawfirm.com.
Author: Elena Moretti — Partner, Continental Europe, VLO Law Firm
