The Legal Framework of Associations in Liechtenstein

Josef Bergt
2023

In the Principality of Liechtenstein, the establishment and management of associations are governed by a set of comprehensive regulations, as outlined in Article 246 to Article 260 of the Liechtenstein Persons and Companies Act (PGR). This article aims to provide a brief examination of these regulations, highlighting the nuances of association management in Liechtenstein.

Associations dedicated to political, religious, scientific, artistic, social, or other non-economic purposes acquire personality as soon as the determination to exist as a corporation is evidenced by the articles. The establishment of an association becomes official as soon as this determination is documented in the articles. If an association's purpose is to engage in an activity of a commercial nature or if it is obliged to appoint an audit authority, it is required to register with the Commercial Register. All other associations may voluntarily arrange for themselves to be entered in the Commercial Register.

The supreme body of the association is the meeting of members, convened by the board of directors. The association meeting decides on the admission and exclusion of members, elects the board of directors, and takes decisions on all matters that are not assigned to other managing bodies of the association. It also supervises the activities of the managing bodies and can dismiss these at any time.

As a rule, the board of directors is entrusted with the management and representation of the association. The board of directors may comprise one or more members or non-members and is entitled and obliged, in accordance with the provisions of the articles, to manage the affairs of the association, such as accounting, treasury, and similar matters, and to represent the association.

An audit authority must be elected by the association meeting if two of the following criteria are exceeded in two consecutive financial years: balance sheet total of 6 million Swiss francs; sales proceeds of 12 million Swiss francs; 50 full-time positions on an annual average; or if a member of the association, who is subject to personal liability or an obligation to make additional contributions, requests this.

Only the assets of the association are liable for the liabilities of the association and the association does not have minimum capital requirements.

Source: Factsheet AJU/ h70.009e.03

Executive Summary:

• Associations dedicated to political, religious, scientific, artistic, social, or other non-economic purposes acquire personality as soon as the determination to exist as a corporation is evidenced by the articles.
• If an association's purpose is to engage in an activity of a commercial nature or if it is obliged to appoint an audit authority, it is required to register with the Commercial Register.
• The supreme body of the association is the meeting of members, convened by the board of directors.
• The board of directors is entrusted with the management and representation of the association.
• An audit authority must be elected by the association meeting if two of the following criteria are exceeded in two consecutive financial years: balance sheet total of 6 million Swiss francs; sales proceeds of 12 million Swiss francs; 50 full-time positions on an annual average; or if a member of the association, who is subject to personal liability or an obligation to make additional contributions, requests this.