June 2016 | The New Legal Publication Regime in Luxembourg

On the 27th of May 2016 the Luxembourg Government adopted a new law to finalise the modernisation of the Luxembourg Register of Commerce and Companies. The new law was published in the Mémorial A on the 30th of May 2016 and will enter into force on the 1st of June 2016.

What are the impacts?

RESA will replace the Mémorial C

  • The Mémorial C will be abolished and replaced by RESA (nouveau recueil électronique des sociétés et associations)
  • RESA will be accessible through rcsl.lu (registre de commerce et des sociétés)
  • Publications transmitted to RESA will no longer be reformatted nor transformed, publications will be accessed faster and from today on free of charge.

Timing

  • New rule: the publication date is the date of the filing of the documents with the RCSL.
  • In future, applications will be allowed to determine a precise date of publication. This date can not exceed 15 days as from the filing date.
  • Exceptions are provided for convening notices for general meetings of shareholders.

Registration obligation for all FCPs | FCPs (fonds communs de placement), have to be registered with the RCSL vie RESA. FCPs have 6 months as from the 1st of June 2016 to register.

Costs | From the 1st of January the filing costs will significantly increase in case of late filing of the annual and consolidated accounts. 

Transition | Mémorial C will exist until all documents have been transferred. This should occur before the 31st of August 2016 at the latest.