Partnership and business formation laws in Liechtenstein.

Default partnership rules in Liechtenstein

Under Liechtenstein's PGR, a Kollektivgesellschaft (general partnership) distributes profits based on the partnership agreement. Without one, profits are shared proportionally to contributions, with each partner receiving 4% interest on their capital first, then the remainder split equally (similar to German/Austrian rules). Partners are jointly and severally liable.

In Liechtenstein, profits are split proportionally to capital contributions by default. This means a partner who invested 80% of the capital would receive 80% of the profits. While this may seem more intuitive than the equal-split default in some countries, it still fails to account for non-cash contributions like time, expertise, and relationships. A written partnership agreement should address all types of contributions.

Gesellschaft mit beschränkter Haftung (GmbH) in Liechtenstein

The GmbH is the standard entity for Liechtenstein businesses. Minimum share capital is CHF 10,000, fully paid at incorporation. Formation requires a notarial deed and registration with the Handelsregister (Commercial Register). Total costs range from CHF 3,000 to CHF 7,000. Liechtenstein's PGR offers unique entity forms including the Anstalt and Stiftung, but the GmbH remains the most common for operating businesses. Share transfers require written form.

Without a shareholders' agreement, the relationship between founders is governed by the country's default rules, which rarely account for the realities of a startup — where contributions change over time and early effort often goes uncompensated. An operating agreement or shareholders' agreement is essential. Use our equity calculator to determine a fair split based on actual contributions.

What happens when a partner leaves in Liechtenstein

In a Kollektivgesellschaft, a partner can withdraw with six months' notice. For GmbH companies, share transfers require written form and may require shareholder approval depending on the articles. The PGR provides for dissolution on just grounds.

A written agreement should address departure terms specifically, including how the buyout value is calculated, the payment timeline, vesting schedules, and any non-compete provisions. Understanding the concept of dead equity is important for managing these situations. Learn more about how dead equity affects businesses.

Marriage and business equity in Liechtenstein

Liechtenstein uses separate property (Gütertrennung) as the default matrimonial regime. Each spouse retains ownership of their own assets during the marriage. On divorce, only specific categories of assets may be subject to equalization. Business assets generally remain with the owning spouse. A marriage contract (Ehevertrag) can modify the regime.

Liechtenstein uses separate property (Gütertrennung) as the default matrimonial regime. While Liechtenstein's separate property regime is generally more favorable for business owners, a clear equity agreement and proper documentation of ownership remain important for protecting your interests.

Formation and cost details

Frequently asked questions

Related resources

• Equity calculator: find a fair split for your business
• Does your small business need an equity agreement?
• Equity for small businesses: the complete guide
• Dead equity calculator: how much is yours costing you?
• Slicing Pie calculator
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