Liechtenstein
Limited Liability Company (GmBH) (LLC)

Benefits of Liechtenstein GmBH (LLC) registration

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    1 Director, 1 Shareholder Required

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    Access to the EU market

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    Great Banking Opportunities

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    Incorporation in 7 days

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    Legal System Based on Civil Law

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    Liberal taxation regime

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    Network of Double Tax Treaties

Liechtenstein GmBH’s (LLC) activities

Under the Liechtenstein Law on Persons and Companies, the GmBH (LLC) is an independent legal personality and has the same capacity to engage in any business provided that the activity is allowed by its incorporation deed and articles of association, the Laws of Liechtenstein and does not require a license such as bank, insurance, assurance, collective investment schemes etc. There are no restraints regarding business activity with the residents of the Liechtenstein.

Liechtenstein GmBH (LLC) is optimal for:

  1. International Business
  2. Investment and Trading Activity
  3. Commercial Trading
  4. Investment and Private Banking
  5. Finance

Limited Liability Company’s incorporation checklist

If you are considering the incorporation of Liechtenstein GmBH, you should take into consideration the following points:

Companyname

It must not contain sensitive words which are prohibited by legislation. The following words are prohibited: “Empire”, “Chartered”, “Imperial”, “Municipal”, “Windsor”, “Crown” or “Royal” and any other words implying connection with a university or professional association or activity prohibited by the Law. The word: “Assurance”, “Bank”, “Insurance”, “European”, “International” and similar words are the subject for the licensing. There is also a prohibition for words implying patronage of the Liechtenstein government or department or the government and its bodies of any other country.

The company’s name must not be very similar to existing names on the registrar and it must not contain improper or objectionable words. It must end with a words or abbreviation signifying a Limited Liability in the German language , especially: “Gesellschaft mit beschränkter Haftung” or  “GmBH” or “Ges.m.b.H”.

Registered office

A Liechtenstein GmBH (LLC) is required to have a registered office address in Liechtenstein.

Directors

One director is the minimum required. There is a requirement for the company to have at least one director who is a local or has a residence permit. Directors are involved in the operational activity of the company, thus there is no requirement for a company secretary to be appointed. There is no direct legal requirement regarding the frequency of the directors’ board meeting, but it is better to have it at least once a year for the following of substance rules.

The director and the shareholder can be the same person, ccorporates entities can be appointed as directors. The director’s  details are registered on the public record and can be accessed by the public.

Secretary

The appointment of a secretary is not mandatory, but optional. The Director is involved in the operational activity of the company and handles all matters instead, thus there is no need for a Secretary to be appointed.

Shareholders

One shareholder is the minimum required; the maximum is 30. There is no requirement for them to be locals and corporate entities can be appointed as shareholders. The shareholders’ meeting should be conducted on an annual basis – once a year. The place of such meeting is not relevant.

Shareholders’ details are registered on the public record and can be accessed by the public. However, by using the nominee services, the confidentiality can be obtained. The director and the shareholder can be the same person.

Beneficial owners

The beneficial owners’ details are registered on the public record and can be accessed by the public. However, the utilization of the trust services is available.

Share capital

The owners of an GmBH (LLC) are free to determine any amount as the authorized capital at incorporation but it should not be less than CHF 10 000 and it can be de-nominated in any currency, though the Swiss Franc is mostly preferred. The authorised capital is the maximum amount of capital that company is authorised by its constitutional documents.

A Liechtenstein GmBH (LLC) is not allowed to issue shares, instead the parts and powers are prescribed by the articles of association.

Paid up capital

The authorised capital should be paid up at the moment of incorporation.

Incorporation period

A LLC in Liechtenstein can be incorporated within 7 days; Liechtenstein is considered to have one of the fastest registries worldwide.

Shelf companies

Ready-made but unused GmBHs (LLCs) are not available in Liechtenstein.

Economic substance

Liechtenstein GmBH (LLC) must meet specific physical presence requirements and conduct its main activities which generate income, inside Liechtenstein. This means that the management and control of the GmBH (LLC) must be in Liechtenstein, thus, the company must have enough premises, amount of expenditures and employees within the jurisdiction, based on its business activity and size. Moreover, the competences and experience of the employees should correspond to the posts that they are occupying.

Accounting records and annual returns

Liechtenstein GmBH (LLC) must prepare and lodge its accounting records to the tax authorities on an annual basis. A licensed auditor should be appointed notwithstanding the size of the company.

Taxation

There is no exemtion in Liechtenstein from tax on income or profits for GmBH (LLC). The corporate tax rate is 12.5%. However, Liechtenstein has nearly 37 double tax avoidance treaties and due to the fact that Liechtenstein is a member of the EFTA – European Free Trade Association and the Council of Europe and it participates in the European Economic Area therefore, it is entitled to benefit from the tax benefits that are established on the EU level notwithstanding, the dividends interest and royalties are taxable in the Liechtenstein via the system of tax exceptions provided with the double tax avoidance treaties and EU-membership, their rates can be reduced significantly.

Disclaimer: Buy Now Companies and its affiliates do not provide tax, legal, or accounting advice. Materials provided by Buy Now Companies and [insert domain name] have been prepared for informational purposes only, and is not intended to provide, and should not be relied on for tax, legal, or accounting advice. You should consult your own tax, legal, or accounting advisor with regard to your own tax, legal, or accounting scenario. Nothing on this webpage shall be construed as a contractual commitment or as a warranty. Services conditions are governed by the applicable terms and conditions.

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