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Tax and accounting
Tax and accounting of a Luxembourg limited partnership
A Luxembourg SCS or SCSp is, in principle, tax transparent. The exceptions matter, and they are best identified before the structure is incorporated.
Tax and accounting that keep the partnership clean
Tax transparency
The partnership is in principle transparent, so each partner is taxed in its own country on its share.
Annual accounts
Accounts prepared, approved by the partners and filed according to the legal requirements.
Registers and filings
RCS filings, RESA publications and RBE updates kept current.
Cross-border view
Attention to the tax position of the General Partner and of each investor in their country.
Want this set up for your project?
Tell us about it and receive a structuring proposal and a fee estimate.
What we do each year
- Bookkeeping and annual accounts of the partnership
- Tax filings and VAT where applicable
- Annual general meeting and approval of the accounts
- Updates of the registers and of the RBE
- Coordination with the auditor where an audit is required
Tax transparency in principle
A Luxembourg limited partnership is in principle transparent for income tax purposes: profits are taxed in the hands of the partners, not at the level of the partnership. Each partner is taxed according to its own residence and status.
When transparency does not apply in full
Commercial activity
Municipal business tax can apply where the partnership carries on a commercial activity. Investment funds are generally not treated as doing so.
Corporate General Partner
A General Partner that is a capital company holding a significant share of the profits can make the partnership commercial for municipal business tax.
Learn more →Cross-border hybrids
Anti-hybrid rules can alter the treatment where partners in other jurisdictions see the partnership differently.
AIFM and carried interest
Specific regimes may apply to carried interest and to partnerships that are alternative investment funds.
Learn more →These points are assessed case by case at structuring stage, with the General Partner, the investors and the activity in view.
Accounting and reporting
The partnership keeps accounts adapted to its activity. In practice the partnership agreement and investors set the reporting standard: capital accounts per investor, periodic reporting, and annual financial statements, audited where the agreement, the investors or the regulatory status require it. We coordinate the chartered accountant.
Registrations and filings
- RCS registration and RESA publication
- Beneficial owners declaration to the RBE
- Tax registrations, including VAT where relevant
- Annual compliance calendar
Why clients choose us
One point of contact
You deal with one person from the first call to the first accounts, instead of coordinating five advisers.
Fixed fees, agreed in advance
You know the cost before you start. No hourly surprises.
Licensed professionals
Regulated steps are carried out by the licensed professionals in our network.
English and French
We work with international investors and sponsors in both languages.
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 →
How it works
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.
Request a proposal
Tell us about your project and we reply with a structuring proposal and a fee estimate.
Request a proposal