Luxembourg Shelf Company or New Company: Which Should You Choose?
If you need a Luxembourg company, you have two routes: buy a ready-made shelf company, or incorporate a new one. Both give you a limited liability company with a Luxembourg registered address. The difference lies in speed, flexibility and what you inherit.
What a shelf company gives you
A shelf company is already incorporated and registered with the Luxembourg Trade and Companies Register (RCS). It has not traded and carries no debts or liabilities. Ownership is transferred to you, and we change the managers, registered address and, if you wish, the name.
The main advantages are:
- Speed. The transfer usually takes only days once the documents are complete.
- Age. A company that has existed for some time can look more established to banks, counterparties and investors.
- Immediate use. You can sign contracts and start trading sooner.
What a new company gives you
A new company is built to your specification from day one.
- Your own name. You choose and register the name you want.
- Tailored articles. Special share classes, voting rights and transfer rules can be written in from the start.
- A clean history. There is no earlier owner, so there is nothing to check back through.
Incorporating usually takes days to a couple of weeks once your documents are complete.
The capital rules have changed
Since June 2026, founders of a new S.à r.l. can defer payment of the €12,000 minimum share capital for up to 12 months. The capital must still be fully subscribed at incorporation, and the deferral applies only to cash contributions. Capital above €12,000, and any share premium, must be paid immediately.
This removes a common delay: you no longer need an open bank account before you can incorporate. If your priority is to avoid tying up funds on day one, a new company is now more attractive than it was. If you need to trade immediately, a shelf company is still the faster route.
How to decide
Choose a shelf company if you need to start trading quickly, or value an older company. Choose a new company if you want your own name, a tailored share structure, or the flexibility to defer the minimum capital.
Not sure? Tell us what you plan to do with the company and we will recommend the better fit. Contact us for a clear, no-obligation answer.