Setting Up a GmbH in Liechtenstein

No residence is required to be a member: members may be persons, firms or legal entities. The local rules attach to management. One manager with power to represent must be an EEA national, equal by treaty, or a legal person, and meet Art. 180a, and a Repräsentant resident in Liechtenstein represents the company.

PGR Art. 180a(1) requires at least one member of the administration with power to manage and represent to meet its conditions; if they lapse, the authority dissolves the company. A board mandate for third parties is a trustee activity, so a licensed trustee takes it, and VCS arranges and coordinates it.

CHF 10,000 is the statutory minimum, or EUR 10,000 or USD 10,000 if the capital is set in euro or dollars, paid in or brought in in full. The register file needs the bank certificate of payment, so the capital-deposit account comes before the register entry.

A deed drawn up abroad can be accepted if a competent public officer made it; outside the EEA it needs an apostille or super-legalisation. An ordinance in force since 1 March 2026 governs an electronic notarisation system (eID sign-in); whether it covers company deeds is not confirmed. The Office may require presence in an individual case. Nothing is promised.

That is the bank's decision, and VCS promises nothing. The register file needs the bank certificate of payment of the capital, so the capital-deposit account comes before the register entry. VCS coordinates that step with the bank and passes on the documents the bank asks for.

No statute and no published figure fixes a number of days for the register entry; the Office of Justice says only that it endeavours to process filings promptly. VCS quotes no processing time. The steps before the filing depend on how fast the documents arrive and on the bank.

Only the company's assets answer for its debts, and each member's liability is limited to a stated amount. Managing directors are liable without limit and jointly for damage caused by a faulty share register. The law states this; it is not advice on your position.

A licensed Liechtenstein trustee, named in your engagement letter, not VCS: forming a company for third parties is a trustee activity. The law lets the managing directors, the Repräsentant and notaries apply for the entry. VCS prepares, checks and coordinates the file, and the members sign.

This page compares no foreign form. In Liechtenstein a GmbH is a company with fixed share capital, only the company's assets answer for its debts, and it exists only from the register entry. A comparison with a US LLC would be legal advice, which the law reserves to lawyers.

A GmbH with at most three members and one managing director may be formed without a public deed. The articles follow the Office of Justice template, no provision may deviate from the law, the members' signatures are certified, and the founding articles count as the member list. The licensed trustee confirms the fit.

Identity documents and beneficial-owner details, and for each member and managing director the name, date of birth, nationality and residence, or firm and seat. A foreign founding company adds a commercial register extract or equal proof, and managing directors give written acceptance of office. The licensed trustee says what else its due diligence needs.

Under the fee ordinance in its version of 1 August 2024, the basic fee for a first GmbH entry is CHF 700, plus CHF 30 per signatory and CHF 20 per function. The notarial fee is 1 per mille up to CHF 500,000, at least CHF 300. These are official fees, not VCS prices.

Income tax is 12.5 %, minimum CHF 1,800 unless Art. 62(3) applies. Accounts are filed within twelve months of the balance-sheet date, the share-register list at each year's start. The UBO report is due within 30 days of entry; since the cyberattack of 30 July 2026, access to the register is limited and deadlines that cannot be met are suspended.

The minimum capital is CHF 10,000 for a GmbH and CHF 50,000 for an AG. In a GmbH all members manage and represent together unless the articles say otherwise, and a share transfer needs a public deed. Which form fits is decided with the licensed partner, not on this page.

The application names every member. Either the member names are entered in the register or a member list is kept at the seat, and the list filed with the Office of Justice at the start of each year can be inspected by anyone. Which route applies to a given company is not stated here.