Liquidation, restructuring and consolidation
Your business is evolving, and your structure needs to keep pace. Whether you're considering closing, reorganising or consolidating your company, we support you with expertise and discretion through every stage of these often complex, decisive transitions.
Our in-depth understanding of your situation lets us guide you towards the best choices.
Solutions to EVOLVE WITH THE MARKET
Company liquidation: we guide you through the dissolution and closing process, in strict compliance with legal obligations, for a smooth, secure transition.
Organisational restructuring: we support you through every change to your legal structure and every operational reorganisation, protecting your interests at each stage.
Financial consolidation: we streamline your accounting and financial processes to boost your organisation's efficiency and give it the solid foundations it needs to grow.
Support tailored to your profile
Local entrepreneurs and freelancers
By your side at every stage of your company's life
Locally, we support entrepreneurs and freelancers at every stage of their development, safeguarding both their professional and personal interests. With an in-depth understanding of their business, we assess every opportunity and possibility together with them.
We support them over the long term — through projects to enhance the value of their company, in negotiations around an acquisition or sale, and in consolidation projects. And where necessary, we're also there for winding up a business.
INTERNATIONAL PLAYERS
Expert advice throughout your company's life cycle
Luxembourg is a favoured base for many players looking to consolidate or restructure their international activities, and we help you carry that through successfully. Beyond that, we support the growth of your activities by concretely assessing, together with you, every opportunity and possibility open to you — restructuring, liquidation, merger or acquisition.
We carry out liquidation operations successfully, supporting you in implementing your projects in full compliance with the legal framework you operate under.
Linked services
Company formation
From reviewing your project through to registration, we guide you through every legal and administrative step needed to set up your company in Luxembourg under the best possible conditions.
Accounting
We support you in fully managing your accounts, in strict compliance with Luxembourg standards, so you always have a clear, reliable view of your financial position.
Tax and VAT
We bring expert support to the complete management of your taxation, keeping you compliant while identifying every opportunity for optimisation.
Find out more about these critical procedures...
Why restructure your company rather than start a new one ?
Restructuring — via a merger, demerger or contribution of activity — preserves the company's history, its ongoing contracts, its licences and its carried-forward tax losses. It's a strategic move that avoids starting from scratch while adapting the legal structure to new market or ownership objectives.
When should an external liquidator be appointed ?
A liquidator serves the need for impartiality or specialised expertise.
One is often required when the company has significant debts, disputes between shareholders, or complex liabilities. A liquidator will also be needed if creditors or stakeholders require a neutral party to oversee the process.
In the simplest cases, however, a liquidator can be appointed internally.
How long does the liquidation process in Luxembourg take ?
A "simplified liquidation" (in a single deed) can be very quick. For a standard three-step liquidation — dissolution, liquidator's report, closing — the process generally takes 6 to 12 months.
What is the difference between voluntary liquidation and bankruptcy ?
Voluntary liquidation is a decision made by shareholders when the company is solvent (able to pay all its debts). It's an orderly process that protects managers' reputations. Bankruptcy, by contrast, is declared by a court when the company can no longer meet its payment obligations. A supported voluntary liquidation lets you close your venture with peace of mind.
Voluntary liquidation: What happens if the assets do not cover the debts ?
If the company's debts exceed its assets, the liquidation converts into insolvency proceedings, and the liquidator must inform the court. If the court opens judicial liquidation proceedings, creditors may receive partial payments depending on the funds available.
Does filing for bankruptcy mean liquidation ?
No, a bankrupt company doesn't always have to be liquidated. Luxembourg law has been substantially modernised — notably by the law of 7 August 2023 — to favour business continuity over systematic winding-up.
Bankruptcy proceedings are triggered by an admission from the manager (mandatory within 30 days of ceasing payments), a claim from an unpaid creditor, or the court's own decision. However, a company isn't automatically liquidated if it can prove its viability through Judicial Reorganisation Proceedings (PRJ), which allow debts to be frozen while an amicable settlement or collective recovery plan is negotiated.
How does the bankruptcy proceeding work in Luxembourg ?
In Luxembourg, judicial liquidation is a procedure whereby a court orders the dissolution of a company and the sale of its assets to satisfy its creditors.
It's important not to confuse it with voluntary liquidation (decided by shareholders) or bankruptcy (which follows an admission of inability to pay), even though the asset-sale mechanisms are similar.
Judicial liquidation can be ordered on three grounds:
- at the request of the State Prosecutor, for a serious breach of the law (such as the lack of a genuine registered office or an unlawful activity);
- at the request of a shareholder, for "just cause";
- for a single-member company, by a creditor when the company no longer meets its obligations.
Once the court is seized of the matter, it hands down a judgment that:
- orders the company's immediate dissolution;
- appoints a judicial liquidator, who replaces the managers and is responsible for realising the assets, verifying liabilities, dismissing staff, and bringing legal action in the event of management wrongdoing;
- appoints a supervising judge to oversee proceedings and protect creditors' interests.
Proceeds from the sale of the assets are then used to cover legal costs and repay creditors, after which the liquidation ends with a closing judgment.
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