Registered office and shared workspace in Luxembourg
In short
The domicile of a Luxembourg commercial company sits at its principal establishment; the statutory seat is merely a presumption, rebuttable by evidence to the contrary. Genuinely occupying a desk in a shared workspace and buying an address are therefore two legally different situations. What tips an arrangement into the regulated domiciliation regime is the combination of two conditions: a third party hosts the seat, AND that third party supplies services connected with the company’s activity. An operator who makes a desk available without supplying services connected with the occupant’s activity is outside that regime; as soon as such services are supplied, the law of 31 May 1999 applies and reserves the activity to six regulated professions.
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Where a company’s domicile legally sits
This is the starting point, and it is often skipped. Luxembourg law does not attach a company’s domicile to the address written in its articles, but to the place of its principal establishment.
« Le domicile de toute société commerciale est situé au principal établissement de la société. Le principal établissement d’une société est présumé, jusqu’à preuve contraire, être le lieu du siège statutaire de la société. »The words “jusqu’à preuve contraire” — until proof to the contrary — are decisive: the statutory address is a presumption, not an unassailable fact. If the principal establishment lies elsewhere, the principal establishment prevails.
« Toute société dont le principal établissement est dans le Grand-Duché, est soumise à la loi luxembourgeoise, bien que l’acte constitutif ait été passé en pays étranger. »The dividing line: occupying a desk, or buying an address
The two look alike on an invoice and have nothing in common in law. The test is neither the price nor the name of the contract: it is whether the third party supplies services.
« Lorsqu’une société établit auprès d’un tiers un siège pour y exercer une activité dans le cadre de son objet social et que ce tiers preste des services quelconques liés à cette activité, la société et ce tiers, appelé domiciliataire, sont tenus de conclure par écrit une convention dite de domiciliation. »| Genuine occupation of a desk | Domiciliation | |
|---|---|---|
| What the third party supplies | A workspace and shared equipment | A seat, plus services connected with the activity |
| Occupant’s presence | Real: the desk is occupied | Not required by the arrangement |
| Legal regime | Ordinary contract law | Amended law of 31 May 1999 |
| Who may offer it | Any operator | Six regulated professions only |
| Written agreement required by law | No | Yes |
What this means when choosing a workspace
Three checks are enough to know which regime you are in.
01
Look at what the third party supplies beyond the space
Taking calls on your behalf, handling mail beyond simply passing it on, administrative steps: these are services connected with your activity. Their presence brings the arrangement within the law of 31 May 1999.
02
If services are supplied, ask for the regulated profession
The law admits only six professions as domiciliation agents. Ask which one, and under what title the provider is registered. A provider who cannot answer cannot be your agent.
03
Make sure your presence is real
Since a company’s domicile sits at its principal establishment, an address matching no real activity rests on a fragile presumption. Actually occupying the desk is what makes the address solid.
What the official State portal says
Guichet.lu draws the same distinction, seen from the company looking for an address.
« Une société ne disposant pas de locaux privatifs peut envisager sous certaines conditions une domiciliation auprès d’un tiers et y fixer son siège social ou un siège quelconque. »Frequently asked questions
- Can I declare the address of the space where I occupy a desk as my registered office?
- A commercial company’s domicile sits at its principal establishment, the statutory seat being only a presumption until proof to the contrary. An address matching genuine occupation of the desk and an activity actually carried out from that place therefore rests on what the law retains. An address without real presence rests on a presumption that can be rebutted.
- What is the difference between renting a desk and being domiciled?
- Domiciliation requires two elements together: a third party with whom the company establishes a seat, and services of any kind supplied by that third party in connection with the activity. Making a desk available without supplying services connected with the occupant’s activity does not meet the second condition.
- Can a coworking space sell domiciliation?
- Only if it is a registered member of one of the six regulated professions listed in article 1er (1) of the amended law of 31 May 1999. Failing that, it cannot act as a domiciliation agent, whatever the commercial packaging.
- Is a letterbox enough to serve as a registered office?
- We publish no numeric rule on minimum physical means, for want of a primary source establishing one. What the text does say is that a company’s domicile sits at its principal establishment and that the statutory seat is only a presumption until proof to the contrary.
What we do not publish
That since November 2023 every shared-workspace operator must hold an approval issued by the Luxembourg registration and VAT authority.
We found this claim on commercial pages but could not trace it to a text published in the Official Journal or to a page of the authority concerned. We therefore publish no rule on the matter.
That a minimum floor area per occupant is required for an address to be accepted as a seat.
No such numeric threshold appears in the texts we opened. We do not publish a figure we cannot source.
Sources cited
- Loi du 31 mai 1999 régissant la domiciliation des sociétés — CSSF — texte coordonné de la loi modifiée du 31 mai 1999 · verified on
- Loi du 10 août 1915 concernant les sociétés commerciales — Legilux — Journal officiel du Grand-Duché de Luxembourg · verified on
- Domiciliation de sociétés — Guichet.lu — portail officiel de l’État luxembourgeois · verified on
These pages set out the statutory text as we read it on the date shown. They are not legal advice and do not replace the opinion of a qualified professional.