Business authorisation – Audit profession

In Luxembourg, the Audit Law lays down that only réviseurs d’entreprises agréés (approved statutory auditors) and cabinets de révision agréés (approved audit firms) may carry out statutory audits.

The cabinets de révision (audit firms) and the réviseurs d’entreprises (statutory auditors) wishing to carry out statutory audits must: 

• obtain the “réviseurs d’entreprises” title for natural person or be recognised as “cabinet de révision” for legal person;
• be approved by the CSSF.

Upon application, the CSSF grants the title ”réviseur d’entreprises” to:

• candidates who have passed the examination of professional competence;
• candidates referred to in Article 1, points (2) and (3) of the Grand-ducal Regulation of 14 December 2018 establishing the qualification requirements of réviseurs d’entreprises (“GDR access to the profession”);
• who have been authorised by the CSSF and who have completed the complementary training certificate.

To obtain the title, the persons concerned must submit an application to the CSSF through the Procedures for “Réviseurs d’entreprises” available under the eDesk Portal and by attaching:

• a copy of the identity card or passport (certified when issued by a third country authority);
• the certificate of the examination of professional competence or the professional competence diploma for trainee candidates;
• the complementary training certificate for candidates referred to in Article 1, points (2) and (3) of GDR access to the profession;
• an extract from the criminal record (country of residence and country of employment for the last 5 years) of less than three months at the date of submission of the application to the CSSF;
• the form “Declaration of honour for natural persons”;
• a proof of the existence of their professional establishment in Luxembourg (to be able to exercise the activities referred to in letter (b) of the first subparagraph and in the second subparagraph of Article 1(34) (certificate from the employer or from the cabinet de révision (audit firm)).

Not later than eight working days as from receiving the written request and provided that the file containing the information necessary to verify the prerequisites is complete, the CSSF grants, via mail, the title of “réviseur d’entreprises” or notifies its refusal to grant this title. The letter granting the title includes the personal ID number allocated to the réviseur d’entreprises (statutory auditor) by the CSSF, which must be indicated in all subsequent exchanges with the CSSF.

The personal ID number allocated by the CSSF is a unique and permanent number.

The legal persons wishing to receive this title must complete an application to register a new audit firm via the eDesk Portal and attach:

• the articles of incorporation of the company;
• an extract of the Registre de Commerce et des Sociétés (trade and companies register) less than 3 months old;
• the register of shareholders/partners.

On the basis of this information, the CSSF carries out an initial check of the conditions laid down in the Audit Law for obtaining the title and communicates, by email from eDesk, the ID number allocated to the audit firm allowing it to proceed with the registration.

On the basis of this ID number, the legal persons must complete the request for the title granting using the corresponding eDesk Portal procedure and attach it to their application.

For the legal person:

• the form “Declaration of honour for audit firms”;
• the Articles of incorporation of the company;
• the Register of shareholders/partnes;
• an extract of the Registre de Commerce et des Sociétés (trade and companies register), less than 3 months old.

For all the members of the administrative or management body of the entity (except “réviseurs d’entreprises” and “réviseurs d’entreprises agrees”):

• a copy of the identity card or passport (certified when issued by a third country authority);
• a curriculum vitae;
• an extract from the criminal record (country of residence and country of employment for the last 5 years) of less than three months at the date of submission of the application to the CSSF;
• the form “Declaration of honour for natural persons”.

For all shareholders and beneficial owners (except “réviseurs d’entreprises”, “réviseurs d’entreprises agrees”, members of the administrative or management body):

• A copy of the identity card or passport (certified when issued by a third country authority);
• the “Declaration of honour for natural persons” form.

Not later than eight working days as from receiving the written request and provided that the file containing the information necessary to verify the prerequisites is complete, the CSSF grants, via mail, the title of “cabinet de révision” or notifies its refusal to grant this title. The letter granting the title includes the personal ID number allocated to the cabinet de révision (audit firm) by the CSSF, which must be indicated in all subsequent exchanges with the CSSF.

The personal ID number allocated by the CSSF is a unique and permanent number.

In order to obtain the CSSF approval, the natural and legal persons should meet the following conditions :

Conditions for the approval of natural persons

In order to be approved, the natural person must have a professional establishment in Luxembourg and must be authorised to use the title of “réviseur d’entreprises”.

The approved natural person receives the title of “réviseur d’entreprises agréé“.

Conditions for the approval of legal persons

In order to be approved, the legal persons must be authorised to use the title of “cabinet de révision” and meet the following conditions:

• the natural persons carrying out the activities referred to in letter (a) of point (34) of Article 1 of the Audit Law on behalf of a legal person must be réviseurs d’entreprises agréés (approved statutory auditors);
• a majority of the voting rights in an entity must be held by réviseurs d’entreprises agréés (approved statutory auditors), cabinets de révision agréés (approved audit firms), statutory auditors or audit firms (as defined in Article 1 of the Audit Law);
• a majority of the members of the administrative or management body of the entity must be réviseurs d’entreprises agréés (approved statutory firms) or statutory auditors. Where such a body has no more than two members, one of those members must satisfy at least the conditions in this point;
• satisfy the required conditions of good repute;
• have a professional establishment in Luxembourg.

The approved legal person receives the title of “cabinet de révision agréé”.

Procedure

Natural and legal persons must submit an application via the corresponding procedures available on the eDesk Portal.

The CSSF will request, where necessary, the update of the documents requested at the time of the granting of the title (identity documents, declarations of honour, extracts of the police record, etc.).

Not later than eight working days as from receiving the written request and provided that the file containing the information necessary to verify the prerequisites is complete, the CSSF notifies, via mail, the approval or refusal to approve.

In Luxembourg, the Audit Law lays down that only réviseurs d’entreprises agréés (approved statutory auditors) and cabinets de révision agréés (approved audit firms) may carry out statutory audits.

However, a derogation to this principle exists that allows an audit firm approved in another Member State to carry out statutory audits in Luxembourg provided that the key audit partner carrying out the statutory audit on behalf of the audit firm is a réviseur d’entreprises agréé (approved statutory auditor).

While exercising its activity in Luxembourg, the audit firm must comply with the Audit Law as do the cabinets de révision agréés (approved audit firms) and réviseurs d’entreprises agréés (approved statutory auditors) and will be subject to public oversight of the audit profession with respect to the statutory audits carried out in Luxembourg.

These audit firms will be registered by the CSSF and included in the public register in this capacity.

The audit firms wishing to benefit from this derogation must fill in Application Form EU (LU) and Annex Application Form EU (LU) and send them duly signed and with the required supporting documents attached to it (supaudit@cssf.lu).

Not later than eight working days as from receiving the written request and provided that the file containing the information necessary to verify the prerequisites is complete, the CSSF registers the audit firm. It allocates a personal ID number to the audit firm which must be indicated in all subsequent exchanges with the CSSF.

The personal ID number allocated by the CSSF is a unique and permanent number.

In accordance with the Audit Law and the Grand-Ducal Regulation of 18 December 2009 determining the conditions for the recognition of service providers from other Member States in order to carry out any duties exclusively entrusted to réviseurs d’entreprises (statutory auditors) by way of free provision of services, the professionals that wish to carry out in Luxembourg, on a temporary and occasional basis, any duties entrusted exclusively to réviseurs d’entreprises (statutory auditors) by the law, by way of free provision of services and without having a stable establishment, are required to notify the CSSF before their first provision of services.

The CSSF may refer to the consultative commission to verify the professional qualifications of the providers that wish to exercise by way of free provision of services in Luxembourg.

Two cases must be distinguished:

• the consultative commission issues a positive opinion on the professional qualification: the CSSF informs the provider that the service provision may be performed;
• the consultative commission issues a negative opinion on the professional qualification: the CSSF informs the provider that s/he must first take an aptitude test to perform the requested service provision.