Launch your Luxembourg SLP (SCSp) in days, with one point of contact
Incorporation, registered office, partnership agreement and General Partner, handled for you. No notary for an SCSp, no minimum capital and fixed fees agreed in advance.
- No notary needed to form an SCSp
- No minimum capital
- UK Ltd or Luxembourg company as General Partner
- Registered office with our partner domiciliary agent
Why sponsors and investors choose the Luxembourg SLP
The SLP (special limited partnership, SCSp) has become the vehicle of choice for private equity, venture capital, real estate, family offices and small unregulated funds. It combines the credibility of Luxembourg with the lightness of a partnership.
Launch in days
An SCSp is formed by private deed. No notary appointment, no capital to pay in: once the agreement is signed, registration follows within a few working days.
Learn more →No minimum capital
Partners commit what the project needs. There are no shares and no capital threshold; each partner's interest is recorded in the register.
Learn more →Limited liability for investors
Limited Partners are liable only up to their commitment, provided they respect the non-interference rules set out in the law.
Learn more →Tax transparent
No Luxembourg corporate income tax or net wealth tax at partnership level in the usual case; each partner is taxed in its own country of residence.
Learn more →Total contractual freedom
The limited partnership agreement (LPA) sets governance, distributions, carried interest and exits. You write the rules, within the law.
Learn more →International credibility
Luxembourg is a recognised fund jurisdiction. Investors, banks and auditors know the SLP, and it speaks the language of the Anglo-Saxon limited partnership.
Learn more →How a Luxembourg SLP works
Investors commit capital as Limited Partners. The General Partner manages the partnership and invests. The SLP holds the assets in its own name and register, without legal personality and without a notary.
- Limited Partners: liability limited to their commitment
- General Partner: manages, represents and signs, unlimited liability
- SLP: own name, separate assets, RCS registration
- Investments: held and managed within the partnership agreement
Who is the SLP for?
Fund sponsors and private equity
Pool capital from several investors around a defined strategy, with a General Partner in control and a clean carried interest mechanism.
Learn more →Family offices and wealth structuring
Hold and ring-fence assets for a family or a small group of partners, with flexible governance and discreet, efficient administration.
Learn more →Real estate and infrastructure
Acquire and hold assets through a transparent vehicle, with a separate partnership per project or asset.
Learn more →UK entrepreneurs and sponsors
Run an unregulated Luxembourg fund through your own UK company as General Partner, and keep control of strategy and investors.
Learn more →Everything you need, from one desk
We coordinate the whole structure and introduce the licensed professionals who carry out each regulated step, so you deal with one contact from the first call to the first accounts.
Company formation
Structuring, incorporation of the SCS or SCSp, RCS filing, RESA publication and RBE declaration.
Learn more →Registered office
Domiciliation in Luxembourg with our partner domiciliary agent, required for every partnership.
Learn more →Partnership agreement
Limited partnership agreement, side letters, subscription and investor documents.
Learn more →General Partner
Choice, formation and management of the GP, with professional resident managers.
Learn more →Professionals network
Accountant, bank, notary, lawyers, AIFM and liquidator, introduced at each stage.
Learn more →Tax and accounting
Annual accounts, filings, general meeting and tax position of the partnership and partners.
Learn more →From first call to a registered partnership in four steps
We talk
A free call on your objectives, investors, GP and jurisdictions.
We propose
Structure, GP route, timeline and fixed fees in writing.
We build
Agreement, signature, registration, registered office and bank introduction.
We run it
Accounting, filings, registers and ongoing compliance.
Ready to set up your Luxembourg limited partnership?
Tell us about your project and we reply with a structuring proposal and a fee estimate.
The Luxembourg advantage
A Luxembourg vehicle opens doors with investors, banks and auditors worldwide.
A leading fund centre
Luxembourg is the leading investment fund centre in Europe, and investors everywhere know its structures.
Stability
A triple-A rated country at the heart of the euro area, with a predictable legal and political environment.
Legal certainty
The SCSp rests on the law of 12 July 2013 and the law of 10 August 1915, giving a clear and modern framework.
A complete ecosystem
Banks, auditors, lawyers, administrators and AIFMs, all within reach of the structure.
SLP (SCSp) compared with a SARL and an SA
Why sponsors move from companies to partnerships for investment vehicles.
| SLP (SCSp) | SARL | SA | |
|---|---|---|---|
| Notary to form | No, private deed | Yes | Yes |
| Minimum capital | None | EUR 12,000 | EUR 30,000 |
| Governance | Fully contractual | Company law framework | Company law framework |
| Tax at entity level | Transparent in principle | Corporate taxes | Corporate taxes |
| Speed to launch | Days | Longer | Longer |
| Typical use | Funds, private equity, real estate | Trading and holding companies | Larger companies and listed groups |
SCS or SCSp: which one fits your project?
Special limited partnership
Best for investment vehicles
- No legal personality, own name and separate assets
- Formed by private deed
- Ideal for funds, private equity, real estate, carried interest
Common limited partnership
Best for operating structures
- Legal personality: can contract and hold assets
- Private or notarial deed
- Ideal for joint ventures, holdings and family structures
Proof of a market that is moving to the SLP
According to the Luxembourg Business Registers (LBR), 2,196 special limited partnerships were registered between 1 January and 30 September 2026. Only the private limited company (SARL) ranks higher, with 4,960 registrations. The SCSp is registered about 5.5 times more often than the public limited company (SA).
New registrations with the RCS, 1 January to 30 September 2026, by legal form
Source: Luxembourg Business Registers (LBR), RCS dashboard, data as of 30 September 2026. Stock of entities registered at that date: SARL 80,031; SA 23,812; SECSP 15,151; SECS 2,103.
Built on compliance and discretion
A serious structure starts with a clean file. Every engagement follows the same disciplined process.
KYC and AML onboarding
Identification of every partner and beneficial owner, as banks and regulated professionals require.
Licensed professionals
Regulated steps are performed by licensed providers in our network, never improvised.
Transparent registers
RCS, RESA and RBE filings prepared accurately and on time.
Confidentiality
Your project and your investors are handled with strict professional discretion.
Clear pricing, from the first call
Indicative prices, then a fixed quote agreed in writing before you start.
SCSp with a UK General Partner
- SCSp agreement, registration and publication
- UK Ltd creation (or your existing UK company)
- 12 months of domiciliation and bank account assistance
Annual services
- Registered office in Luxembourg
- Accounting, annual accounts and tax filings
- General meeting, RCS, RESA and RBE compliance
- Registers and General Partner administration
Final fees depend on the structure, the General Partner route and the number of investors, and are fixed in a written quote. Larger funds are quoted on request. CSSF registration of the GP where required, audit and third-party costs are not included. Full fee details →
Luxembourg limited partnership: the complete guide
What is a Luxembourg SLP (SCSp)?
The Luxembourg special limited partnership, known internationally as an SLP and legally as the société en commandite spéciale (SCSp), is a contractual partnership introduced by the law of 12 July 2013. It has no legal personality but it has a name, separate assets and a registered office, and it is registered with the RCS. It is formed by private deed between at least one General Partner and one Limited Partner.
SCS or SCSp?
The common limited partnership (société en commandite simple, SCS) has legal personality and suits operating joint ventures and holdings. The SCSp suits investment vehicles, private equity, real estate and unregulated funds. Both have no minimum capital and a General Partner with unlimited liability.
The General Partner
The General Partner (associé commandité) manages the partnership and answers for its debts without limit. It can be a Luxembourg company, a foreign company such as a UK Ltd, or an individual. Limited Partners stay passive and are liable only up to their commitment, as long as they respect the non-interference rules.
Registered office and formation
Every partnership needs a registered office in Luxembourg backed by a domiciliation agreement. Formation follows four steps: structuring, documents and KYC, signature and registration with the RCS, and bank account and accounting. An SCSp needs no notary.
Tax and unregulated funds
The partnership is in principle tax transparent, and each partner is taxed in its own country. Used as an unregulated fund, the vehicle stays outside CSSF authorisation within the AIFM thresholds, which makes the SLP the simplest way to set up a fund in Luxembourg.
Ready to set up your Luxembourg limited partnership?
Tell us about your project and we reply with a structuring proposal and a fee estimate.
Request your free proposal