LINARI LAW

Important updates to Luxembourg’s RCS and RBO

Luxembourg’s new amendments to the RCS and RBO laws, effective February 1, 2025, promise major changes in data accuracy and compliance. Automatic updates, tighter monitoring, and new registration requirements for RAIFs and natural persons are among the key updates.

How will these reforms impact businesses?

The Law of  January 23, 2025, effective from  February 1, 2025, amended the trade and company register (RCS)  and the beneficial owner register (RBO) laws.

The amendments focus on improving the quality and accuracy of register information by: (i) strengthening the role of the register manager, (ii) simplifying and clarifying certain rules, (iii) incorporating new technologies, and (iv) enhancing interconnection between registers with automatic checks. The main changes are the following:

  • Automatic update of registers: Registered persons and entities are still responsible for updating their information, but the register manager will now automatically update records when changes are reported from other national registers. This ensures that the RCS and RBO registers reflect the latest information.
  • Interconnection of the RCS and RBE Databases: The RCS and RBE databases are now interconnected to improve data accuracy and accessibility.
  • Monitoring Policy: The RCS manager will now check the accuracy of data in the RCS and RBO registers and can request supporting evidence. A three-step process is in place, which may result in administrative sanctions.
  • Rights to access the RBO: Following the Luxembourg Business Registers CJEU case (C-37/20), the RBO law now provides a list of persons or entities which have a right to access the RBO register, and to what extent.
  • RAIF Registration in the RCS: All RAIFs must now be registered in the RCS, whatever legal form they adopt (i.e including common fund and special limited partnerships). The registration must notably include: (i) the name of the fund, (ii) the setup date, and (iii) the registered office and email of the AIFM.
  • Email registration for traders or entities: Registered traders or entities must provide an email address in the RCS, if available.
  • Additional identification for natural persons: Natural persons must now provide additional identification details to the RCS, including nationality, country of residence, gender, LNIN (Luxembourg national identification number), name, and place of birth.
PREVIOUS NEXT

Related posts

Browse All

Know Your Assets: Strengthening ML/TF compliance for registered AIFMs

As regulatory scrutiny grows, Know Your Assets (KYA) is becoming essential for registered AIFMs managing ML/TF risks. This article outlines what KYA compliance means in practice and how AIFMs can strengthen their approach, especially for unlisted assets.

Court of Appeal clarifies the grey zone and sets out employment relationship rules

In a key judgment on April 3, 2025, the Luxembourg Court of Appeal clarified a common labour law question: when does a role qualify as employment versus a corporate mandate? The case involved claims of abusive dismissal and severance pay but ultimately hinged on the test of subordination. The ruling…

Luxembourg Court of Cassation invalidates excessive reimbursement clause hindering resignation rights

Luxembourg’s Court of Cassation has ruled that excessive financial penalties cannot restrict an employee’s right to resign. The case involved a €25,000 penalty clause imposed on a senior consultant who resigned early. The Court found the clause disproportionate and invalid. It emphasized that resignation rights are protected by public policy.…

Luxembourg retains AAA credit rating: A testament to stability and resilience

Once again, Luxembourg has secured its AAA credit rating for 2025, despite ongoing global economic pressures. This prestigious rating is a testament to Luxembourg's solid economic management, a resilient financial sector, and smart fiscal policies that continue to position the country as a reliable and stable financial hub in Europe.

Investing in Nigeria: Unlocking opportunities through strategic legal partnerships

As global investors turn their attention to West Africa, Nigeria stands out as a vibrant center of opportunity and growth. Navigating this fast-moving market requires more than capital—it demands deep local knowledge and strategic legal support.

CSSF updates on ICT risk management and outsourcing obligations for financial professionals

In April 2025, the CSSF introduced updates to Luxembourg’s ICT risk management and outsourcing regulations, which are set to transform compliance for financial professionals. Here’s what you need to know!
Browse All

A LEGACY OF LAW. A FUTURE OF INNOVATION.
25 years of legal excellence – the journey continues.

Contact Info

+352 27 11 60 10

UP