[ESTABLISHING A BUSINESS ENTITY IN LIECHTENSTEIN]
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The company limited by shares is obliged to keep accounts and must appoint an auditor. The balance sheets and notes assessed by the auditors must be submitted to the Commercial Register of Liechtenstein within 12 months of the end of the fiscal year and may be inspected by third parties. Limited Liability Company (GmbH) A limited liability company is a corporation with legal personality which can be incorporated by one or more shareholders. The incorporation of a limited liability company is particularly suitable for small businesses because of the lower capital requirement of 10,000.00 CHF/USD/EUR. The entity is therefore also suitable for sole traders. Furthermore, the limited liability company is an internationally recognized company form and has the advantages of limited liability. The assets of the company are liable for the obligations of the company. The purpose of the company can be economic or non-economic but must conform to the law, common sense, and moral standards. The General Meeting is the supreme organ of the company and takes place once a year. The shareholders are responsible for the management of the company unless other provisions are set out in the Articles. Management of the company can also be delegated to third parties. A limited liability company must maintain orderly accounts which must be filed with the Commercial Register within twelve months of the financial year end. The statutory minimum capital is 10,000 and can be in Swiss francs, Euros or US dollars. This can be paid in cash or by way of contribution in kind and must be available to the company at incorporation. The capital can be used by the company once it has been entered onto the
Commercial Register. The statutes of a limited liability company can be in any form. However, simplified model articles of incorporation are available from the Ministry for Justice. Incorporation is usually made by way of Public Deed. However, a simplified foundation process not requiring a Public Deed is also possible, provided that there are a maximum of three shareholders and there is only one manager of the company. Establishment The establishment is a typical Liechtenstein legal entity under private law. The establishment can be deployed either for commercial purposes such as e.g., the settlement of business or property transactions etc., or for non-commercial purposes such as e.g., investment and the administration of investments, holding investments and property etc. The establishment is a legal entity and is entered in the Commercial Register. Under the articles of association, the minimum capital for an establishment is CHF 30,000.00, or CHF 50,000.00 if the capital is divided into shares and must be deposited in cash at the time of formation. The supreme body of the establishment is usually the founder or his legal successor, the owner of the foundation rights. His position is much like that of a proprietor. The founder’s rights may be sold, inherited, assigned, or otherwise transferred at any time, but not pledged or otherwise encumbered. As a rule, these are documented in a so-called “declaration of assignment”. If the capital is split into shares and, if stipulated in the articles of association, equity securities can be issued as an alternative.
ILN Corporate Group – Establishing a Business Entity Series
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