Disqualified Executives – New Framework And Operational Impacts

On December 19, the Luxembourg Parliament adopted a law requiring the Luxembourg Business Registers (the LBR) to refuse registration in the Luxembourg Trade and Companies Register (the RCS) and to demand the cessation of duties of any person subject to a management disqualification, including where the disqualification originates from another EU Member State.

Companies must anticipate and document their due diligence checks, then act within 30 days of an LBR notification, failing which the matter will be referred to the public prosecutor, with a risk of governance disruption and reputational harm.

On December 19, draft law n°8342 (the Law) was adopted, completing the transposition into Luxembourg law of Directive (EU) 2019/1151 of the European Parliament and of the Council of June 20, 2019, amending Directive (EU) 2017/1132 as regards the use of digital tools and processes in company law (the Directive). A partial transposition had already been implemented by the