Tremaco

Establishment

The establishement („Anstalt“) is a legal form that only exists in Liechtenstein. It´s is commonly used to structure assets or participations of enterprises. The establishment is flexible in respect to the shaping of its organization and its articles. It can engage in commercial activities or manage assets.

The Liechstenstein specific establishment is not identical with the public law institutions called “establishment or anstalt” in other countries. The Liechtenstein establishment is a legal entity of the private law. The establishment´s founder or his successor (the holder of the founder´s rights) is the supreme corporate body. The founder´s rights can be inherited or transferred inter vivo by assignment.

The minimum capital is CHF 30.000.-. Only the establishment’s assets are liable for its debts. The beneficiaries are appointed in the by-laws. If there are no by-laws, it is assumed by law that the holder of the founder´s rights himself is the beneficiary. The holder of the founder´s rights appoints the board of directors, gives formal approval of its actions, discharges him from liability, effects any changes to the articles, and decides upon the establishment´s dissolution. In addition he has the power to issue by-laws and resolutions about the beneficiaries and their benefits.

The company is managed by the board of directors. The board represents the establishment externally, and is authorized to sign for it.

The establishment with founder´s rights, as described above is the most common form of establishment used in Liechtenstein.

The establishment without founder´s rights is another version. It is similar to a foundation. The powers of the supreme corporate body (holder of the founder´s rights) are vested to the board of directors, and there are no founder´s rights. Accordingly, there is no supervision of the board of directors by a supreme corporate body. It is however possible to appoint a protector for that purpose.

The establishment with expiring founder´s rights is a mixture of the establishment with founder´s rights and the establishment without founder´s rights. In this version, the founder´s rights come into existence when the company is formed and expire at a certain point in time determined in the by-laws, such as upon death of the holder of the founder´s rights. Therewith the establishment obtains a character similar to a foundation at a pre-determined time.

The appointment of auditors is compulsory with all three types, if the establishment engages in commercial business activities or if its articles allow to do so. The annual accounts are examined by auditors, and the establishment must submit its annual accounts to the tax administration. If no commercial activity is conducted, only a minimal statement has to be submitted to authorities.