Filing annual accounts with the Luxembourg Trade and Companies Register (LBR) is a recurring obligation for many entities. Missing the deadlines first leads to higher administrative costs and can ultimately expose directors to sanctions. Beyond the legal angle, a lack of publication often affects financial credibility in banking relationships or transactions with third parties. In practice, the difficulty usually comes from a tight year-end calendar or a late approval. A clear reminder of the deadlines and consequences helps reduce risk.

1. What the filing obligation covers

The filing covers the “accounting package,” meaning the annual accounts and, where relevant, the documents that must accompany them (depending on the situation: notes, reports, etc.). Filing is done electronically, with specific requirements for entities that must prepare or validate data through the eCDF platform before filing with the RCS.

1.1. Filing, publication and third-party access

After filing, a notice of filing is published in the Electronic Compendium of Companies and Associations (RESA), which makes the information accessible to third parties, with some exceptions depending on the nature of the documents.

2. Legal deadlines: approval then filing

2.1. Approval of accounts within 6 months after year-end

Annual accounts must be approved within six months of the year-end. In practice, this means the accounting work is finalized and the competent body can decide (general meeting or written decision depending on the legal form).

2.2. Filing with the RCS within one month after approval, and no later than 7 months after year-end

Once approved, filing must take place within one month. A cap also applies: filing must in any case occur no later than seven months after the year-end.

3. Late filing: surcharges (administrative cost)

Filing accounting documents for publication involves an administrative fee (fees and registration duty). When filing is late, a surcharge applies, calculated from the year-end and the 7‑month maximum deadline:

• between the 7th and 8th month after year-end: €50;
• between the 8th and 11th month after year-end: €200;
• from the 12th month after year-end: €500.

Some entities or persons are excluded, as listed in the filing documentation.

4. Failure to file: sanctions and legal consequences

4.1. Fine targeting directors

Failure to publish statutory accounts may expose managers and directors to a criminal fine between €500 and €25,000.

4.2. Risk of judicial dissolution and liquidation

At the request of the State Prosecutor, the court can order dissolution and liquidation in cases of serious breach of the applicable rules. Non-publication of accounts within the legal deadline is presented as a breach that can qualify.

4.3. Common practical effects

Even without immediate sanctions, non-filing or repeated delays can:

• complicate the opening or renewal of bank facilities (credit review, incomplete file);
• slow a due diligence process (sale, investment, partnership);
• trigger internal compliance questions from partners (public data missing or outdated).

5. Securing deadlines: a simple, robust method

In practice:

• build a backward timeline from the year-end (accounting production, review, approval, filing);
• organize document collection and closing early enough to avoid a last‑minute approval;
• factor in eCDF preparation or validation where required, since it conditions electronic filing;
• if late, file as soon as possible: the surcharge increases over time and non‑filing adds a separate risk.

Example: a SARL with a year-end on 31/12/N → approval no later than 30/06/N+1 → filing no later than 31/07/N+1 (and, if approval is on 30/06, filing must happen within the following month).