Liechtenstein Establishment
The Establishment, or Anstalt, is a corporate from peculiar to Liechtenstein (a corporate from within the private law). The scope for determining the organization is very wide. It may be structured in the manner of a corporation, or its main characteristics may be foundation-like and thus, depending upon the structure, may provide an instrument for commercial objects or for the administration of assets.
The establishment in Liechtenstein is a non-public institution and should be confused with a corresponding form in other legal systems.
Name
The name can be freely chosen in any language (in Latin or German characters), and imaginative names are also admissible. After registration, the company name is protected (exclusiveness of the registered name). Special permission must be obtained if you are intending to use national and international state or place names in the company name.
Language
German is the official language. A translation of the German-language formation deed may be prepared upon request.
Purpose/Object
The purpose/object may provide for the pursuit of commercial or non-commercial activities in any legally admissible form, for example, the trade of goods , the acquisition of investments, financing, the administration of real estate, leasing, the administration of assets for certain beneficiaries or for purely charitable purposes.
However, banking business may only be pursued by banks, and the administration of assets for third parties may only be undertaken by licensed Liechtenstein trustees.
Nominal capital
The nominal capital, as determined in the articles, may be fixed in Swiss francs, euros or US dollars. Attention must be paid, however, to the minimum required capital. Upon formation the capital may be paid in cash or kind. The minimum capital must be CHF 30,000 or the equivalent value in any desired legal currency and may be divided into units of shares (with or without the character of securities).
Formation
The Establishment is formed by means of a formation deed and articles that must be submitted to the competent authorities. It may be formed by one natural or legal person. As a general rule, formation ensues on a fiduciary basis.
Creation
The Establishment first comes into existence upon its entry in the Public Register (Commercial Register).
Supreme Authority
In the usual case, the ‘supreme authority’ (the founder) holds the governing rights. As a rule, the said rights are transferred by means o an instrument of assignment (that is documentary evidence concerning ownership).
The property rights may be assigned to persons other than the bearer(s) of the founder’s right.
In a establishment, the administration is undertaken by the board of directors.
In commercial activities are undertaken or the article make provision for such activities, an audit authority must be appointed as a third governing body.
Administrative body
At least one member of the administration (board of trustees) must have its law office address in Liechtenstein and be in possession of certain professional qualifications. In addition this Liechtenstein administrative body, any number of nature or juridical persons, resident in Liechtenstein or abroad, may be co-opted. The administrative body is the company’s responsible body.
Auditor
If the Establishment engages in commercial activities, or the articles provide for such activities, an auditor is required, Trustees, trust companies with a trustee concession, auditors and chartered accountants are licensed to act as auditors.
Legal Representative
The Legal representative is the official addresses of the establishment and connecting link with the authorities, for instant, with the tax Administration and the public Register Office.
Beneficiaries
In the case of the Establishment the beneficiaries entitled to the yield and/or the assets are designated either directly by the founder or the settler, or, by another body stipulated in the Establishment articles. In addition to the entitlement to the beneficial interest, these person or the body also determine, in the articles and/or by-laws, the conditions and extent of the beneficial interest. The by-laws which, as a rule, form an integral part of the articles and frequently have priority over them, need not be deposited with the public Register Office. They may be revocable or irrevocable, modifiable or unalterable. It is also possible for amendments to the admissible to start with and then, following the occurrence of a certain event (as, for example, the death of the founder/settlor), for the by-laws to be unalterable. As a rule, the implementing bodies must (within certain limits) observe the founder’s or settlor’s instruction. Where no beneficiaries have been appointed it is usually presumed that the founder is also the beneficiary. In this case succession shall be by inheritance. When certain prerequisites are met, as are determined by law and the articles, the beneficial interests shall exempt from creditor’s attachment.
Accountancy
It is a legal requirement that the Establishment keep books of account. The books of account may be kept in any desired, legal currency and also in any freely convertible currency and also in English, French, Italian, Spanish or Portuguese language. The annual account which, under certain circumstances, must be submitted to the Liechtenstein tax administration office, must be accompanied be a German translation.
Declaration
Establishment that do no engage in commercial activities and whose purpose/object as laid down in the articles does not provide for the pursuit of such activities (thus solely the investment and administration of assets or the holding of investments or other rights, without actually pursuing commercial activities).Based on this, the Liechtenstein administrative body shall inform the public register office that a statement of assets and liabilities is available and that in the preceding year commercial activities were not pursued (The statement of assets and liabilities must not be submitted).
Time required for formation.
Not more than one week is required to form a company.
Powers of attorney
Power of attorney may be conferred where, upon instruction of the administration, transaction are implemented by third parties. The holder of a power of attorney shall be under obligation to report to the administration. Due to the liability of the administration for the actions of the attorney it is usual to confer only specific powers of attorney limited with respect to time.
Liquidation
An Establishment entered in the public Register may not be dissolved until at least six months after the third call to creditors. In every case, the prerequisite for deregistration is the conclusion of liquidation.
Submission of Balance Sheet
The annual account examined by the auditor must be submitted to the Liechtenstein Tax Administration Office.
