Luxembourg Company Law - A Total Overhaul

17 Pages Posted: 22 Nov 2009

See all articles by André Prüm

André Prüm

Universite du Luxembourg; European Banking Institute

Date Written: June 15, 2009


After many years of reacting only to new European directives, Luxembourg company law is undergoing major reforms. The present contribution aims first to analyse the modernization already undertaken through the laws adopted in 2006 on takeovers and on the European company and in 2007 on mergers and divisions, partial asset contributions, transfers of all assets and liabilities or branches of activities and on companies managing family assets. It proposes secondly to examine the bill foreseeing a global reform of the Act on commercial companies currently discussed in Parliament. The recent amendments and those under discussion are both evaluated on the basis of the founding principles of Luxembourg company law: contractual freedom for partners at the same time as a high level of protection for third parties.

Keywords: company law, corporate law, Luxembourg, Societas Europaea, shareholders, governance, takeovers, mergers

Suggested Citation

Prum, Andre, Luxembourg Company Law - A Total Overhaul (June 15, 2009). University of Luxembourg Law Working Paper No. 2009-07, Available at SSRN: or

Andre Prum (Contact Author)

Universite du Luxembourg ( email )

4, rue Alphonse Weicker
Luxembourg, L-2721
+352 4666446300 (Phone)


European Banking Institute ( email )


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