Administration of a foundation in Liechtenstein
The founder appoints the foundation administration and independent supervisory bodies. The Board of Trustees manages the day-to-day business and represents the foundation externally. The founder can grant himself cancellation rights and the right to amend the articles of association.
Expertise
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Foundation administration, rights of the founder
The founder may appoint an appropriate foundation administration and independent supervisory bodies to ensure that the founder’s wishes are followed.
The founder can also be a member of the Board of Trustees or another body and / or a beneficiary of the foundation – even the sole beneficiary. Once established, the foundation is in principle irrevocable and becomes a legal entity in its own right, separate from the founder. The founder’s will is thereforeset in stone with the act of establishment. However, by breaking this principle, the founder has the right to reserve so-called „founder’s rights“ in the foundation deed. These include the right to revoke the foundation and / or to amend the foundation declaration.
Caution! The reservation of the founder’s rights leads to the classification as a transparent foundation and therefore abroad often to the consequence of not recognising a separate legal personality.
Legal comparison: Binding to the founder’s will in DE, CH, AT
DE/CH: The will of the founder is the primary guideline for the interpretation and actions of the foundation bodies.
AT: Partially disputed in the interpretation of the foundation declaration.
Legal comparison: Lifetime rights of influence of the founder in DE, CH, AT
DE: The founder is bound by his will after the foundation has been established.
CH: Possibility of a reservation of amendment
AT: Reservation of amendment and cancellation rights possible
Board of Trustees
The Board of Trustees manages the day-to-day business of the foundation. It is responsible for pursuing the purpose of the foundation and managing its assets and represents the foundation externally. The Board of Trustees consists of at least two members, natural or legal persons, domestic or foreign, resident in Germany or abroad. The founder or beneficiaries can also be members of the Board of Trustees.
The right reserved to the Board of Trustees or another foundation body in the articles of association to amend the purpose can only be exercised within legal limits. The law stipulates that a change to the purpose of the foundation by the Board of Trustees or another foundation body is only permitted if the purpose has become unattainable, unauthorised or unreasonable, or if circumstances have changed in such a way that the purpose has taken on a completely different meaning or effect, so that the foundation is alienated from the founder’s intention. The change must also correspond to the
presumed will of the founder and the power to amend must be expressly reserved for the Board of Trustees or the other foundation body in the foundation deed.
The Board of Trustees or another body may amend other contents of the foundation documents, such as in particular the organisation of the foundation, if and insofar as the power to amend is expressly reserved in the foundation deed and if there is an objectively justified reason for amending the other contents – while maintaining the purpose of the foundation.
Legal comparison: Board of Directors administrative body in DE, CH, AT
DE: At least one person for judicial and extrajudicial representation. Founder can be the sole member of the Board of Directors. Board of Directors is bound by the founder’s will. No personnel requirements for the composition of the Board of Directors.
CH: Founder can be the sole member of the Management Board. The supervisory authority reserves the right to amend the foundation’s purpose and articles of association.
AT: Founder can be a board member. Non-profit foundations have at least two board members. The private foundation has at least three board members. The Board of Directors can make changes to the foundation declaration, but requires the approval of the court. Two board members must be resident in the EU or EEA. A beneficiary, their spouse or partner and relatives to the third degree as well as legal entities are excluded from membership of the Board of Directors.
Representative
A Liechtenstein foundation must appoint a representative domiciled in Liechtenstein. The representative has no executive function, but can also act as a member of the Board of Trustees. The representative is authorised to serve notices on Liechtenstein courts and authorities in all matters relating to the foundation.
An initial assessment of your concerns by our advisors is free of charge.
We are happy to assist with the administration of your foundation and are also available to act as a Board of Trustees, protector or Advisory Board. Our back office prepares foundation accounting, tax returns and balance sheets.
