The Luxembourg legislator adopted the law on the deferred payment of the minimum share capital of a Luxembourg société à responsabilité limitée (Sàrl) on April 28, 2026. A waiver of the second constitutional vote has been requested. If such waiver is granted, the law will enter into force 4 days after its publication in the Luxembourg official gazette.


 

Background

The concept of the deferred payment of the minimum share capital of a Luxembourg Sàrl originates from the current environment, in which opening a bank account in Luxembourg may take several weeks or even months. This can significantly delay the incorporation process as the amount representing the share capital must be at the disposal of the Company in an account opened in the name of the company in process of formation. This procedure may negatively affect investor’s decisions to choose Luxembourg as platform.