Launch of the enforcement phase of the procedure for monitoring and ensuring register compliance related to the Luxembourg Trade and Companies Register (RCS) and the Register of Beneficial Owners (RBE)*
Background
Luxembourg Business Registers (LBR) has been automatically monitoring the data recorded in the Trade and Companies Register (RCS) and the Register of Beneficial Owners (RBE) for completeness, accuracy and currency. This is based on the law of 23 January 2025 as well as the RBE law of 13 January 2019. After roughly seven months devoted solely to information and awareness measures, LBR will progressively roll out the second, sanction-based phase of the procedure from 21 September 2026.
Affected Entities
All entities registered with the RCS and/or the RBE whose file contains incorrect, outdated or contradictory information, or where a legally required filing (e.g. annual accounts) is missing, are affected. Non-profit associations (ASBL) and foundations remain excluded for the time being, as the awareness phase for them is still ongoing.
Course of the Sanctions Procedure
If LBR identifies an irregularity, it sends a registered letter to the registered address on file (the “T-date”), informing the entity of the deficiencies and requesting that they be remedied. If the file remains uncorrected, the following measures apply progressively from the T-date:
| Deadline from T-date | Measure |
| + 30 days | A warning notice displayed on the LBR portal, visible to third parties viewing the file |
| + 2 months | Outstanding irregularities are noted on RCS/RBE extracts and certificates |
| + 7 months | Daily penalty payment of €40, capped at a maximum of €3,600 (up to 90 days) |
| + 12 months | Ex officio deletion of the file (this deletion results neither in the dissolution of the entity nor in the loss of its legal personality) |
| After the deletion ex officio | Referral to the public prosecutor; possible administrative dissolution without liquidation (PDAL) |
If the file is fully corrected during the procedure, it ends immediately and any measures already applied are lifted – with the exception of a penalty payment already assessed, which remains due. An undelivered registered letter does not interrupt the procedure or its deadlines, so maintaining an actually reachable registered office is essential.
Practical Relevance
Affected companies should promptly check whether their RCS and RBE files are complete and up to date – in particular the registered office, legal representatives, beneficial owners and filed annual accounts. Separately from this procedure, the press has also reported on sanctions against companies for missing annual accounts; under existing law, fines, criminal sanctions or, in extreme cases, dissolution of the company may be at stake.
Please get in touch with us to have the completeness of your RCS and RBE file reviewed.
As of 29 September 2026
* Disclaimer: Please note that this document constitutes general client information only. In particular, it does not constitute tax, legal or other advice. Furthermore, this general client information does not replace a detailed analysis of the specific facts of your case. Should you wish to obtain such an analysis, please do not hesitate to contact us.
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