SCPA

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A société en commandite par actions (“SCPA”) is a partnership limited by shares under the laws of the Grand Duchy of Luxembourg. It is seems as being something of a hybrid between a société anonyme and a limited partnership.

Unlike a limited partnership, interests in the undertaking are represented by shares, devoid of "personal character". These interests are in principle transferable.

A société en commandite par actions has two different types of participants:

(i) one (or more) associé commandité gérants (the "general partners") who , by operation of law, are jointly and severally liable for any obligations of the partnership and are responsible for its management.

(ii) the limited shareholders (associés commanditaires) whose liability is limited to the amount of their investment. There may be an unlimited number of limited shareholders.

The undertaking's trading name must contain the name of one or more general partners, but not any of the limited partners (because that would imply unlimited liability in the same way as the general partners.