Foreign investors who do not want to start a company in Liechtenstein from scratch can purchase a ready-made one or can buy shares in a company. The purchase of company shares in Liechtenstein is regulated by the Company Act, as the Principality has no strict regulations related to these types of transactions. The purchase of shares in Liechtenstein companies are also governed by the Employment Law in the Principality.
Our company registration agents in Liechtenstein can assist with the purchase of shares in a company or if you want to buy a shelf company.
Types of share deals in Liechtenstein
Even if Liechtenstein does not have a specific law to abide by with respect to share deals, the purchase of company shares must comply with the EU and EEA regulations which apply at national and international level. Based on these regulations, a Liechtenstein company can buy the shares of another local company or of a foreign company. Also, foreign companies are allowed to buy shares in Liechtenstein companies.
Share deals can also be divided into the share deals in public or private companies. While the purchase of shares in public companies in Liechtenstein will be overseen by the central authorities and the Office of Justice, the acquisition of shares in private companies are subject to less strict verification criteria. However, these types of transactions must be transparent.
Preparing the purchase of shares in a Liechtenstein company
The first step to start the acquisition of shares in a company in Liechtenstein should start with a company due diligence which can be carried out by professionals or by company formation agents. One can perform a financial or a commercial due diligence.
Once the due diligence is completed, the buyer can negotiate with the seller on the conditions for the acquisition of shares. However, it should be noted that for the purchase to be completed, the company selling the shares must have a general meeting of the shareholders and the consent of all of them must be obtained before the transaction is completed. This applies to both share sales in private or public companies in Liechtenstein, unless the company’s articles of association provide for other conditions.
Our company formation consultants in Liechtenstein can conduct searches in the Trade Register on the companies, foreign investors want to buy shares in.
The sale-purchase agreement in Liechtenstein
If an agreement was reached, the companies involved in the sale, respectively purchase of shares can sign a pre-sales agreement before concluding the transaction. During this stage, companies can arrange all the conditions related to the employees, to the amount to be paid, if any advance payment will be made and if any of the parties has other requests. Then the sale-purchase agreement is completed and the acquisition of shares in the Liechtenstein company is completed.
The new shareholders must be recorded with the Trade Register in Liechtenstein. The articles of association must also be amended after the purchase of shares.
Taxation of share purchases in Liechtenstein
Shares are considered financial instruments; therefore, these types of sales or purchases are also subject to various taxes in Liechtenstein. Enterprisers or companies buying shares are liable to the following taxes:
- – the value added tax;
- – the stamp duty;
- – the transfer tax.
Notary fees must also be taken into consideration when drafting and notarizing the sale-purchase agreement.
For assistance in buying or selling shares in a company, please contact our company formation representatives in Liechtenstein.