Luxembourg has chosen to go one step further than Directive 2019/1151 by voting a law on 15 June 2023. Not only may an SARL now be incorporated online but all notarial deeds may also be passed electronically (except wills).
Electronic notarial deeds shall be passed via an electronic platform of the Notaries' Chamber and the notary shall sign them using a qualified electronic signature.
The notary's liability to identify the parties remains unchanged regardless of the form of the deed. It is up to the notary to decide whether and under which conditions a deed may be passed electronically. The only limitation concerns the deeds of incorporation of SARLs, SAs and SCAs, for which the notary can require that an electronic deed be signed in person and not remotely if:
- there is a contribution in kind; and/or
- there are grounds to suspect identity misuse or alteration, or non-compliance with the rules on legal capacity or on the authority of a party to the deed to represent a company.
Last but not least, the Luxembourg legislator has anticipated technological developments by allowing any title and authentic deed to be passed electronically (e.g. court decisions, bailiff minutes in video format). They have the same probative value as traditionally passed titles and deeds to the extent the author of the deed is identifiable, the integrity of the content is guaranteed and the content is made in a form intelligible to humans.
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