The private limited liability company (société
à responsabilité limitée or
S.à r.l.) is, by number, the most widely
used form of companies in Luxembourg. With the introduction of the
simplified public limited liability company
(société par actions simplifiée or
SAS) within the Luxembourg legal framework, the
question as to whether the SAS may become a credible alternative to
the S.à r.l. arises.
Inspired by the French market, the SAS is characterised by a
very high degree of flexibility and a very limited level of
statutory prescription, notably as regards its mode of governance
which can be tailored to the shareholders' needs. Another
advantage of the SAS is the ability to include specific clauses in
its articles of association aimed at regulating shareholder
relations, thereby stabilising the control of the company. The SAS
is also less regulated than the S.à r.l. in terms of share
transfer restrictions, shareholders exclusion and standstill
provisions. Contrary
