New RCS rules regarding the filing of Luxembourg national identification number for natural persons

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On 18 January 2022, the Registre de commerce et des sociétés, Luxembourg (Luxembourg trade and companies register – the « RCS ») released guidelines relating to new formalities to be complied with from 31 March 2022 onwards (the “Guidelines”) which consist in the filing with the RCS of the Luxembourg national identification number (commonly known as the Luxembourg “matricule number” or “CNS number”) (the “Luxembourg NIN”) for all natural persons registered in any capacity whatsoever in the file of a registered entity.

Who is concerned?

Any natural person registered in the file of a registered entity with the RCS, except when the natural person is either (i) a judicial representative, appointed in the context of a procedure registered in the RCS or (ii) an agent of a company governed by foreign law which has opened a branch in the Grand Duchy of Luxembourg.

What information and documents should be communicated?

  • In case the natural person already has a Luxembourg NIN

Such number shall be communicated to the RCS in a requisition form together with the usual identification information (name, date and place of birth). No supporting document related to such number shall be provided to the RCS.

  • In case the natural person does not have a Luxembourg NIN

The creation of this number must be requested from the RCS. In this respect, the following information and supporting documents shall be communicated in French, German, Luxembourgish or English:

  • Information: name, date and place of birth, gender, nationality and private home address.
  • Supporting documents:
    • ID or passport; and
    • certificate of residence or declaration stamped or countersigned by the regional authority responsible for confirming residential addresses, or if none of these documents can be produced: a utility bill.

When and how to communicate the Luxembourg NIN?

  • Before 31 March 2022

In case the applicant wants to organize a filing with the RCS, the Luxembourg NIN of a natural person is not to be communicated.

  • As from 31 March 2022 onwards
  • In case the applicant wants to file (i) the registration of a new natural person with the RCS, or (ii) the modification of information on a natural person already registered with the RCS

The Luxembourg NIN is to be communicated with the RCS on a mandatory basis. Otherwise, it will not be possible for the applicant to finalize the filing procedure.

  • In case the applicant wants to file a modification, which is not related to a natural person (for instance: change of the address of the registered office of the company, modification of its share capital, filing of the annual accounts, etc.)

During the transitional period (starting from the 31 March 2022 until a date to be communicated soon by the RCS), the applicant can finalize the request for filing, even if the Luxembourg NIN of the natural persons who appear in the file of the entity concerned by the filing are not yet registered with the RCS. However, the applicant may spontaneously, as part of the filing, communicate the Luxembourg NIN.

After the transitional period, the communication of the Luxembourg NIN will be mandatory, even if the filing request is not related to a natural person. If this information is not provided, it will not be possible for the applicant to proceed with the desired filing.

  • Apart from a specific filing procedure with the RCS (if the entity does not have any particular filing procedure to carry out with the RCS), it will be possible to communicate the existing Luxembourg NIN or to request the creation of Luxembourg NIN on the basis of an adhoc form available on the RCS portal.

Brouxel & Rabia’s team is at your disposal to help you identify your needs and bring you into compliance with this new system.

For more information, please contact a member of the Corporate M&A team or your usual B&R contact.

Samia Rabia, Partner - Brouxel & Rabia Luxembourg Law Firm
Samia RABIA, Partner
François Brouxel, Partner - Brouxel and Rabia Luxembourg Law Firm
Francois BROUXEL, Partner
Pablo Umbon-Manzano, Counsel - Brouxel & Rabia Luxembourg Law Firm
Pablo UMBON-MANZANO, Counsel
Yacine Bouazza, Senior Associate - Brouxel & Rabia Luxembourg Law Firm
Yacine BOUAZZA, Senior Associate


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