Memorandum and articles in Luxembourg – official record
A Luxembourg memorandum and articles (constitutional document) records the company's name, registered office, corporate object, share capital and the governance provisions adopted at incorporation or by later amendment. REGISTRUM obtains the record through the corporate register in Luxembourg; the current access regime and the register's own fee are being confirmed against the primary source ahead of any order.
What this document shows
Readers ordering a memorandum & articles / constitutional documents Luxembourg record are usually prepared for the fee itself; the cost that catches them out is the one that appears afterwards, once a certified translation or an apostille turns out to be needed for the document to be used abroad in the form the receiving authority accepts.
A Luxembourg memorandum and articles filed at incorporation, or the amended and restated version filed later, sets out a fixed set of particulars for a Luxembourg company: company name, legal form, registered office, duration, corporate object, share capital and its division into classes, rights attached to each class, rules on the transfer of shares, the powers and composition of the management body, quorum and voting rules for general meetings, date and place of execution.
Where the document has been amended since incorporation, REGISTRUM supplies the version currently in force at the corporate register unless an earlier version is specifically requested. The record shows what the company adopted and filed – name, object, capital, governance clauses as drafted – not whether every clause still reflects the company's current practice.
For a compliance team or an auditor reviewing a Luxembourg counterparty, the constitutional document is the primary source for the corporate object clause, for the scope of authority the articles assign to signatories, and for the mechanics of any share transfer restriction. It is a constitutional record, not a certificate of good standing and not an extract of current officers – those are separate records, each requested on its own terms.
A Luxembourg company document such as this one is delivered as obtained from the file – REGISTRUM does not redraft, summarise or interpret its clauses. Company name, object, capital, classes of shares, governance clauses, execution details: each field sits where the register put it, not where a summary would place it for convenience.
What this document does not show
The memorandum and articles is a constitutional record, not a status report. It does not show whether the company is currently active, dissolved or under a formal insolvency procedure – that sits in the company's file at the corporate register and is obtained as a separate extract, not as part of the constitutional filing.
It does not identify the individuals who ultimately own or control the company beyond the shareholders named in the document itself, if any are named at all. Beneficial ownership beyond the constitutional filing is held in a separate register, maintained under its own access regime; Luxembourg treats that register distinctly from the company's constitutional file, and the two are requested separately.
It does not show pending litigation, tax standing, or filed annual accounts. Each sits in a different register, or a different section of the same register, and each carries its own access terms, its own fee and its own turnaround. Where the constitutional text has been amended more than once, the copy supplied is the version currently in force unless an earlier version is specifically requested and separately charged.
The access regime for the underlying register in Luxembourg, and the fee the register itself charges for this record, are both being confirmed against the primary source. Where a reader needs certainty on any of the above ahead of a fixed date, that confirmation is best obtained before the document is ordered, not after.
How it is obtained
The constitutional document sits at the corporate register in Luxembourg, the same register that holds the company's file of subsequent amendments, officer appointments and annual filings. REGISTRUM requests the currently effective memorandum and articles from that file, directly or through a licensed registered agent in the jurisdiction where the register's own channel calls for local standing.
The register's own fee for this record, and the exact access regime that governs who may request it and how, are being confirmed against the primary source; a page stating a specific figure before that confirmation would be stating a number nobody has checked. REGISTRUM's own standard handling time for this order, once availability and fee are confirmed with the reader, is two business days from that confirmation to delivery.
The language in which the document is issued is being confirmed against the primary source. Where the record is not issued in English, a certified translation is available as a separate, chargeable addition rather than a default part of the order. Whether a foreign applicant can request the record without a local electronic signature or a licensed registered agent standing in for them is part of the same confirmation.
Where the corporate register issues a certified Luxembourg extract alongside the full constitutional text, REGISTRUM confirms which version the receiving authority abroad actually requires before ordering the certified form, since the two are typically produced and priced differently.
Reuse of the delivered document is per document, per use: REGISTRUM does not license bulk reuse, republication or resale of a delivered record beyond the matter for which it was ordered.
Price, timeline and add-ons
Price on request: the fee for this record is confirmed with the reader once the corporate register's own regime for this document is verified, and stated before any payment is taken. Apostille, certified translation, courier delivery and a rush service can each be added to the order; each addition, and the days it adds to the standard handling time, is confirmed before the order is placed.
How long does a memorandum & articles / constitutional documents from Luxembourg take?
REGISTRUM's standard handling time for this order is two business days from confirmed availability and fee. That covers requesting and receiving the record through the corporate register's own channel; it does not include add-ons such as apostille, certified translation or courier delivery, each of which extends the timeline by the days confirmed at order stage.
Will a Luxembourg document be accepted abroad without an apostille?
Acceptance abroad is decided by the receiving authority, not by REGISTRUM. Where the requesting jurisdiction is not party to the arrangement that dispenses with further authentication, an apostille or consular legalisation is typically requested before a foreign register or court accepts a Luxembourg document. Whether it is required in a specific case should be checked with the receiving authority before ordering.
What does a memorandum & articles / constitutional documents in Luxembourg not show?
It does not show whether the company is currently active or under a formal insolvency procedure, and it does not identify beneficial owners beyond any shareholders named in the constitutional text itself. Litigation, tax status and filed accounts sit in separate registers or separate sections of the same register, each under its own access regime, distinct from the constitutional filing.
Can REGISTRUM obtain a Luxembourg constitutional document without a local registered agent?
Whether a licensed registered agent in the jurisdiction is required depends on the corporate register's own channel for this record, and that access regime is currently being confirmed against the primary source. Where a local agent is needed, REGISTRUM arranges the request through one without naming the reader as the applicant of record, unless the register itself requires that.
Does the price include certified translation or courier delivery?
No. The base order covers the record itself at the fee confirmed before payment. Certified translation, apostille, courier delivery and a rush service are separate add-ons from the list confirmed with the reader at order stage, each stated with the additional days it adds before it is added to the order.
To order this record, state the entity, the jurisdiction and the date you need it by; we confirm availability and the fee before you pay. Readers who prefer to request the document directly through the corporate register's own channel can follow the step-by-step route at how to get a memorandum and articles in Luxembourg.
If the document does not exist in this jurisdiction or cannot be obtained for you, we say so before you pay and we do not take the order.
REGISTRUM obtains and delivers official records issued by public registers and licensed registered agents. This page describes what those records contain and how they are obtained. It is not advice on the legal effect of any record. To order, write to info@registrumfirm.com.