A registered trust enterprise (trust reg.) generally involves capital which, as independent property, acts in the form of a trust fund in its own name. The registered trust enterprise is particularly suited if the purpose of a company has not yet been conclusively defined and if a commercial purpose at a later point in time cannot be ruled out. A registered trust enterprise (trust reg.) can pursue both economic and non-profitmaking purposes, as long as they are not unlawful or against good morals. However, it must be clearly evident from the purpose provision of the enterprise whether or not commercial activities are started. By contrast to a foundation or to a trust, the commercial activities of a registered enterprise can be unlimited and its entry in the commercial register is thus required.
As the capital provider, the supreme corporate body, i.e. the settlor, provides the means for the trust fund. The administrative tasks of the registered trust enterprise are carried out by a board of trustees which can consist of more than one trustee. The business management can, however, also be delegated to one single trustee or to a third party. The appointment of an audit authority for a registered trust enterprise is required only if a business run along commercial lines is conducted or if the articles of association allow such a business to be conducted. In Liechtenstein, this task can be carried out by trustees, trust companies with a trust licence, chartered accountants and audit companies. The settlor can name beneficiaries and they are allowed to derive an economic benefit from the enterprise pursuant to the articles of association, e.g. in the form of a share in the income or in the trust property. Only the trust assets or the trust fund are available to meet the liabilities of a registered trust enterprise.
The capital of a registered trust enterprise is called the trust fund and its minimum amount is 30,000.00 Swiss francs or euros or US dollars, if the entry is in euros or UD dollars. This sum can be contributed both in the form of a contribution in cash or in the form of a contribution in kind, but both must be contributed upon the formation of the enterprise.
The formation of a registered trust enterprise (trust reg.) requires only one legal entity or individual. The written trust articles (articles of association) which must bear the certified signature of the settlor and/or the trustee(s) must include the following information:
- The name of the registered trust enterprise
- The registered office, duration and purpose of the registered trust enterprise
- Information on the trust fund
- The number of trustees and the type and manner of their appointment
- The form in which announcements to third parties will be made
The registered office of the enterprise is located in a place where the centre of its administrative activities is, unless otherwise provided in the articles of association. This is subject to the provisions on the registered office in international relations.
Accounting and disclosure provisions
As soon as the articles of association of a registered trust enterprise also permit the conduct of commercial activities, the enterprise becomes automatically obliged to keep books and it must appoint an audit authority. If no business run along commercial lines has been provided for and if, for example, the purpose of the enterprise consists in the investment and management of assets or in the holding of participations or other rights, the general rule is that only a schedule of assets must be drawn up at the end of a year. The schedule of assets is a simple presentation of assets and liabilities.
Registered trust enterprises (trust reg.) are free to choose the name of the enterprise, as long as the clear designation “registriertes Treuunternehmen” or the abbreviation “Trust reg.” is included in the corporate name. Made-up names are possible, unless they contradict the main purpose, and personal names can be used, if there is a link between the enterprise and the bearer of the name. However, national and international designations in the corporate name such as “Staat”, “Land”, “Liechtenstein” or “International”, “Worldwide” as well as designations of international organisations such as “UN” or “Red Cross” are not allowed. Exceptions are examined and, where applicable, granted by the Office of Justice.
Pros and cons
- Many different uses
- Structure similar to that of a foundation or a corporate entity is possible
- Particularly suited if the purpose of a company has not yet been conclusively defined and if a commercial purpose at a later point in time cannot be ruled out
- Suitable for the management of assets, participations or other rights
- Beneficiaries can derive economic benefits from the enterprise
- The capital is not divided into shares, because most registered trust enterprises have no members, nor stakeholders or shareholders
- No personal liability
- Founders can be individuals or legal entities
- Entry in the commercial register and no limit with regard to commercial activities
- No personal liability. Only the trust fund is liable.
Statutory basis (German only)