Luxembourg ownership evidence depends on the company form.

A Luxembourg SARL and an SA disclose different ownership information in the public register. An SARL's partners can appear on the RCS record; an SA's shareholders are not disclosed in the same way. Confirm the legal form before deciding what the public file can establish.

Luxembourg Business Registers, or LBR, operates the Trade and Companies Register, known as the RCS, the beneficial owner register or RBE, and the electronic publication platform RESA. The three sources have different purposes and access conditions.

Identify the legal entity and its role

Ask for the full legal name, RCS number, legal form and registered office. Commercial companies commonly carry a number beginning with B, while other categories use other register sections. Preserve the letter and number together rather than dropping the prefix during data entry.

Search LBR by the RCS number where possible. When searching by name, compare the seat, legal form and filing details before selecting the result. A fund, its management company and the entity holding an asset can have similar names while taking different contractual roles.

Record which entity will sign, own the assets, receive payment or provide the regulated service. A group diagram helps describe the business arrangement but does not replace the registration evidence for each legal person relevant to the transaction.

Obtain the RCS extract and the filed acts

The Ministry of Justice describes the RCS as the official register for the covered traders and legal persons. The RCS extract records registered particulars such as name, office, form, capital and management. Read the extract together with the documents relevant to a recent change or a proposed authority.

Order the articles and the latest coordinated version where available. An original incorporation deed can explain formation, while later articles describe the amended governance position. If the company supplied an earlier version, ask whether subsequent amendments affect the signing or ownership rules.

The filed-document history helps identify manager changes, registered-office transfers, mergers and liquidation events. Keep the filing reference and date for each document used in your conclusion. A newly retrieved extract and a historical act describe different points in time.

Connect RESA publications to the record

The Recueil électronique des sociétés et associations, or RESA, carries official company publications. Guichet.lu explains the publication and lodging process. Search the same RCS number and compare the publication dates with the underlying filings.

A publication announcing a change should be read in its actual scope. A notice of accounts deposited is not the accounts themselves, and a historical appointment notice does not establish that the person remains appointed today.

Where the timing or legal effect of a change matters to a contract, retain the relevant filed act and publication. Seek legal interpretation where necessary rather than collapsing filing, effective and publication dates into one generic update date.

Read managers and signing arrangements carefully

For an SARL, managers are the relevant registered management figures. For an SA, the governing structure can involve directors or other management bodies. Use the legal form and actual extract to describe roles rather than translating every officer into the same title.

Read the representation rules and the authority attached to each signatory. Joint-signature requirements can make a single signature insufficient even where the individual is clearly listed on the record. A mandate expiry date or a later removal filing should also be checked.

If the signatory acts through a corporate manager or under a power of attorney, document that authority chain. Registered management, commercial contacts and beneficial owners belong in separate parts of the file, with links between them where the evidence establishes a connection.

Use the public ownership disclosure for the right form

For an SARL or SARL-S, review the partners and share information recorded in the RCS extract and relevant filed documents. Check the dates and compare the holdings with the capital structure. An incorporation subscriber list may have been superseded by later changes.

If a partner is another company, retrieve its registration evidence and continue tracing. Aggregate relevant interests held through multiple routes by the same natural person. Consider control rights and arrangements alongside share percentages when applying the beneficial ownership criteria relevant to your organisation.

For an SA, request the company's own current share register or other suitable ownership evidence. The absence of public shareholder names on the RCS should be recorded as a limitation of that source. It does not establish that the company has no identifiable owners.

Keep RBE access separate from ordinary company searches

The RBE became central to the Court of Justice judgment of 22 November 2022, after references from Luxembourg courts. Luxembourg subsequently changed its access framework, including through the law of 23 January 2025 cited in the official journal.

Authorities, authorised AML professionals and other qualifying applicants follow their respective access routes. A person relying on legitimate interest must use the current LBR application process and provide the required basis and supporting evidence. Public access to the RCS does not authorise access to restricted RBE information.

Where your organisation cannot access the RBE directly, ask the company for permissible evidence of its own filing and the documents underlying the ownership declaration. Preserve the distinction between an independently retrieved official result and a copy supplied by the client.

Add financial and regulatory evidence

Retrieve annual accounts for the periods relevant to the assessment. Small-company disclosure can be reduced, and the filed accounts may describe an earlier financial year. Record the accounting period, filing date, audit status shown in the documents and retrieval time separately.

A registration record or statement of recorded court decisions can support a status check within its scope. It should not be presented as a broad assurance of solvency or the absence of every legal dispute.

For a regulated activity, verify the specific authorisation with the competent regulator. An investment vehicle's registration and the authorisation of a manager are different questions. Match the regulated entity and permitted activity to the role it will perform for you.

Prepare the evidence for its recipient

Keep the original French, German or English documents and any translation. Confirm whether the recipient needs an ordinary extract, a certified document or further authentication. Retain the RCS number, filing references, publication dates, source and retrieval time in the review record.

For a registry order, state the legal form, RCS number, extract, coordinated articles, accounts periods and certification requirements. We record source, retrieval time and request ID. Price and expected turnaround are confirmed when the order is accepted.

Does your Luxembourg ownership conclusion reflect what that legal form actually discloses?