Company Amendments in Liechtenstein: Directors, Address, Statutes and Capital

Company amendments in Liechtenstein: we prepare the file, a licensed trustee files it.

  • Register fee per change, from CHF 30
  • Public deed only where the law requires one
  • Filed by a licensed Liechtenstein trustee
Two people signing documents at a small round table

What's included

We prepare and coordinate. We do not file, make deeds, hold a board seat or advise on a specific change; those acts stay with licensed professionals under the Trustee Act (TrHG). Mergers, conversions and a seat move abroad go to our restructuring service.

Interior atrium of an office building with a glass roof
The register entry follows the company, wherever its owners live.

Board member or Geschäftsführer

We draft the resolution and collect the documents; you resolve and sign; the licensed trustee files.

Signatories and representation

We collect the signature specimens of new signatories; the licensed trustee files the change.

Address or seat

We prepare the filing. Where the seat is written in the articles, a statute change by public deed follows.

Name, purpose and other statutes

We prepare the resolution and the amended articles; a notary or the Office of Justice's own Urkundsperson (deed officer) makes the public deed.

Capital increase or decrease

We coordinate the documents; the auditor, the notary and the licensed trustee each carry out their own step.

Repräsentant and delivery address

The change is coordinated with our registered office service and filed by the licensed trustee.

UBO follow-up

Where owners or controllers change, the entity reports to the UBO register; we list the follow-up steps.

GmbH share transfer

A transfer to new owners is a public deed made by a notary, not by us.

How a change reaches the register

How a company amendment runs

  1. Intake

    Who acts: VCS collects; licensed trustee identifies

  2. Optional advance review

    Drafts reviewed at the Office of Justice, not public

    Who acts: Licensed trustee

  3. Resolution

    General meeting (AG) or shareholders (GmbH); statute change by public deed

    Who acts: Client; notary

  4. Filing

    Personal, certified signatures; entries in German

    Who acts: Obliged persons sign; licensed trustee submits

  5. Entry and publication

    Effect against third parties the next working day after a prescribed publication

    Who acts: Office of Justice

  6. Follow-ups

    UBO report within 30 days of knowledge, currently suspended where it cannot be met

    Who acts: Entity

Six steps, no published processing time.
  1. Intake

    We collect the register extract, the articles, resolution drafts and ID documents. The licensed trustee carries out the identification duties.

  2. Advance review

    Drafts can go to the Office of Justice for review before anyone signs; this pre-procedure is not public.

  3. Resolution

    The general meeting (AG) or the shareholders (GmbH) resolve. A statute amendment is recorded as a public deed under the PGR Art. 177(1).

  4. Filing

    The obliged persons sign personally, with certified signatures on a written filing. The licensed trustee prepares and submits; entries are made in German.

  5. Entry and publication

    The change enters the public record of every registered company and foundation. Against third parties it takes effect the next working day after a prescribed publication.

  6. Follow-ups

    The entity reports UBO changes within 30 days of knowledge, a deadline currently suspended where it cannot be met.

Which registered fact has changed?

Tell us the change and the entity; we send the steps, the deed rule and the register fee.

Documents and Liechtenstein requirements

Prepare these; the table below gives the deed and fee per change.

  • Current register extract and articles
  • Resolution, or a draft, of the general meeting or shareholders
  • ID documents and particulars of new persons
  • Signature specimens or certified signatures
  • Bank confirmation of the deposit, for a capital increase
  • Special audit report and creditor certificate, for a capital decrease
  • A foreign deed with apostille or legalisation, if made outside the EEA
  • A certified translation, only if the Office of Justice asks
  • Who becomes the new Art. 180a board member or Repräsentant

Public deed, actor and register fee per change, GbHr-GebV version of 1 Aug 2024; fees for changes entered together add up.

changepublic deedwho actsstatutory fee
Board member or signatoryNo deed named for the filingLicensed trustee filesCHF 40
Repräsentant or delivery addressPlain filingLicensed trustee filesCHF 30
Business address, seat unchangedPlain filingRegistered signatory or licensed trusteeNo separate fee line
Seat move within LiechtensteinWhere the seat is in the articles (PGR Art. 113(4), 177(1))Notary; licensed trusteeCHF 100; the statute-amendment fee may be added where the articles change
Firm nameYes (PGR Art. 177(1))Notary; licensed trusteeCHF 100; the statute-amendment fee of 40 % of the basic fee (20 % if minor) may be added; deed CHF 200
PurposeYes (PGR Art. 177(1))Notary; licensed trusteeCHF 100; the statute-amendment fee may be added
Other statute amendmentYes (PGR Art. 177(1))Notary; licensed trustee40 % of the basic fee
AG capital increase or decreaseYes (PGR Art. 177(1))Notary; licensed trustee50 % of the CHF 700 basic fee, plus the capital surcharge on the new capital above CHF 200,000
GmbH capital increaseYes, for the acceptance of each contribution (PGR Art. 420(1))Notary; licensed trusteeSame 50 % rule on the CHF 700 basic fee, plus the same surcharge
Seat move abroadOffice of Justice permit (PGR Art. 234(1))Licensed partner or a lawyerCHF 600

Source: Fee ordinance (GbHr-GebV); Persons and Companies Act (PGR).

Two people discussing a printed contract page at a desk
A complete file before signing saves a second filing.

Practical problems and how they are handled

How fast must I file?

Without delay; the statute gives no day count. 14 days run only from the Office of Justice's call-up. The UBO report is due within 30 days, suspended where limited access blocks it.

The board member or Repräsentant is leaving

Both roles must stay filled. The licensed partner named in your engagement letter arranges a replacement who meets the licence or residence rule.

Can someone sign for me?

Filers sign personally and cannot be represented unless a law allows it. The licensed trustee prepares and submits; the obliged persons sign.

My documents are not in German

Entries are in German under the HRV Art. 4. Supporting documents may be in another language; the Office of Justice can ask for a certified translation.

Several changes at once

Register fees for changes entered together add up. Buying a ready-made entity instead is a separate route; see our shelf company Liechtenstein list.

Deed or plain filing

Question: Which change?

Licensed trustee submits; the Office of Justice enters.

  • Condition: Public deed (notary), then filing

    Outcome: Statute amendment, firm name, purpose, seat move where the seat is in the articles, AG capital increase or decrease, acceptance of a GmbH contribution, GmbH share transfer

  • Condition: Plain filing

    Outcome: Board member, signatory, business address with the seat unchanged, Repräsentant or delivery address

Deed or plain filing: the change decides the route.

Every amendment starts with a plan

A short plan sets out the deed, the signatures and the register fee before anyone signs.

Why work with us

From our practice

Elias Gruber, corporate files lead, collects the register extract, the articles and the signature specimens for the licensed trustee before it files. Neither Elias nor Laura is a lawyer or trustee, or sits on a client's board; reserved acts stay with professionals under the Lawyers Act (RAG) and the TrHG.

Frequently asked questions about company amendments in Liechtenstein

Do I have to use a licensed trustee to change a director of my Liechtenstein company?

The persons obliged to file sign the filing themselves. Filing for third parties and holding the board seat under PGR Art. 180a are trustee activities under the Trustee Act, and that seat needs a Trustee Act licence or a licence treated as equal under Art. 180a(2). We prepare and coordinate; we do not advise on a specific case.

Can VCS file the change for me?

No. We prepare the resolutions and the file and coordinate the parties; the licensed Liechtenstein trustee named in your engagement letter files the change, and the obliged persons sign. The Office of Justice draws up no deeds or contracts apart from the public deeds the law requires, and it helps with the submission.

Can someone sign the filing for me if I live abroad?

The persons obliged to file sign personally and cannot be represented by another person or a third party unless a law or ordinance says otherwise. A written filing needs certified signatures, and a deed made outside the EEA needs an apostille or legalisation. The licensed trustee prepares and submits; the obliged persons sign.

How quickly must a change be filed at the commercial register?

The statute says without delay and gives no day count. A 14-day period runs only once the Office of Justice calls on the persons obliged to file. The one fixed 30-day clock is the UBO report, and since the cyberattack of 30 July 2026, deadlines that cannot be met because of the limited register access remain suspended.

What happens if I do not file a change?

Where the register no longer matches the facts, the Office of Justice calls on the persons obliged to file to make the change within 14 days, threatening an administrative fine or, in serious cases, imposing one at once. If neither a filing nor an objection follows, it makes the entry ex officio and fines the defaulting party.

Which changes to a Liechtenstein company need a public deed?

For an AG or GmbH, statute amendments, including name and purpose, capital increases and decreases, the acceptance of each new GmbH contribution and a GmbH share transfer need a public deed. A board member, a signatory, an address with the seat unchanged and the Repräsentant are plain filings; no deed is named for the filing of a board change.

What are the statutory register fees for changes?

Under the fee ordinance of 1 August 2024: board member or signature CHF 40, Repräsentant or delivery address CHF 30, seat move from CHF 100, move abroad CHF 600, and for a capital change 50 % of the CHF 700 basic fee plus a surcharge on capital above CHF 200,000. Changes entered together add up. Our pricing is on request.

Can I change the company name or purpose, and what does it cost at the register?

Yes, by a statute amendment recorded in a public deed. The register fee is CHF 100 for the entry of a new firm name or purpose; the statute-amendment fee of 40 % of the basic fee (20 % if minor) may be added. The public-deed fee for a simple amendment not touching the capital, such as a firm name, is CHF 200.

How do I move the registered seat or address of a Liechtenstein company?

A seat move within Liechtenstein is filed with the commercial register; where the seat is in the articles, a statute change by public deed follows. The register fee for a seat move, new address included, is CHF 100; the statute-amendment fee may be added where the articles change. A registered signatory can file a business address change with the seat unchanged.

Can a Liechtenstein company move its seat abroad?

Yes, without dissolution, but only with a permit of the Office of Justice, and the register fee for moving a domestic legal person abroad is CHF 600. The foreign procedure is handled by the licensed partner or a lawyer. Mergers and conversions are a separate service, described on our restructuring page.

How is the share capital increased or reduced?

Both need a public deed. A GmbH increase needs a deed of the acceptance of each new contribution, and an AG increase is filed with a bank confirmation of the deposit. An AG reduction needs a provision in the articles and two thirds of the votes represented; payments to shareholders follow only after the creditor period.

Do I need a new qualified board member or Repräsentant when the old one leaves?

Both roles must stay filled. At least one board member with power to manage and represent needs a Trustee Act licence or an equal licence (Art. 180a(2)); paragraph 3 exempts entities needing a managing director under the Trade Act or another special act. The Repräsentant must be an EEA national permanently resident in Liechtenstein, unless government consent lifts the duty.

Does a change of directors affect the UBO register, and are its deadlines currently running?

Where owners or controllers change, the entity reports the change to the UBO register within 30 days of knowledge, and a breach can be fined up to CHF 200,000. Since the cyberattack of 30 July 2026, deadlines that cannot be met because of the limited register access remain suspended; no end date is published.

When does a change become effective against third parties?

The diary moment of the filing fixes the time of entry. Against third parties the entry takes effect the next working day after publication, where prescribed. For acts within fifteen days after the entry takes effect, an AG or GmbH cannot hold a fact against a third party who proves they neither knew nor had to know it.

Do the documents for the register have to be in German?

Register entries are made in German. Supporting documents may be filed in another language, and the Office of Justice may require a certified translation where inspection by third parties would suffer. A deed made abroad is accepted from an officer competent where it was made; from outside the EEA it needs an apostille or legalisation.

Tell us which fact changed; our Legal department replies with the plan. Pricing on request.

+423 210 0003 (Legal department) · Monday to Friday 10:00-18:00 · Rietstrasse 42, 9490 Vaduz · info@company-in-liechtenstein.com