Public enterprise control law

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Basic data
Title: Law of November 19, 2009 on the management and supervision of public companies
Short title: Public enterprise control law
Abbreviation: ÖUSG
Type: Law (Liechtenstein)
Scope: Liechtenstein
Legal matter: public law
Issued on: December 30, 2009
Entry into force on: January 1, 2010
Please note the note on the applicable legal version.

The Liechtenstein Public Company Control Act (ÖUSG) regulates the control and monitoring of public companies in the Principality of Liechtenstein (Art. 1 Para. 1 ÖUSG).

The law came into force on January 1, 2010.

Motifs

The law serves to ensure the constitutional supervision of the government over corporations , institutions and foundations under public law and to grant legal certainty as well as to protect creditors , employees and persons with minority interests in public companies (Art. 1, Paragraphs 2 and 3 ÖUSG).

Through the creation of the Public Company Control Act (ÖUSG), various long-term criticisms from politics, scientific teaching and practice should be brought to a solution in order to improve the management, control, efficiency and transparency of publicly controlled companies in the future (so-called . Corporate Governance ).

With the creation of the Public Company Control Act (ÖUSG), the Liechtenstein legislature also endeavored to remedy the previous unconstitutional situation. According to Article 78, Paragraph 4 of the Land Constitution , the government is obliged if special corporations, institutions and foundations under public law are established by law to carry out economic, social and cultural tasks, to place them under the supervision of the government. The government was or was unable to fulfill this obligation in part or in full in the past few decades. In some cases, there was no corresponding mandate to the government in the laws passed by the State Parliament or such tasks were performed by the State Parliament itself or delegated to third parties (see, for example, the law on the FMA Financial Market Authority Liechtenstein in the version before January 1, 2010).

Corporate investments of the Principality of Liechtenstein

In 2008, the State of Liechtenstein had a significant stake in 25 domestic companies and controlled these companies completely or majority:

Company - [country share in%] - (share capital in CHF)

scope of application

The ÖUSG regulates the control and monitoring of public companies by the State of Liechtenstein.

However, the provisions of the ÖUSG only apply if nothing else is stipulated by a special law (Art 3 ÖUSG).

Strategy process and coordination

After consultation with the strategic management level of the public companies, the Liechtenstein government defines a separate ownership or participation strategy for each company. In justified cases, however, the government can refrain from defining an ownership or participation strategy (Art 16 para. 1 ÖUSG). These owner or participation strategies enacted by the government in accordance with Art. 16 ÖUSG within the framework of the Public Company Control Act only binds the organs of the public companies themselves. This owner or participation strategy is a good governance control mechanism that takes place in advance is specified by the government and can be changed at any time if necessary.

As part of the defined owner or participation strategy, the strategic management level defines a corporate strategy and monitors its implementation by the operational management level of the public company (Art 16 Para. 3 ÖUSG).

Since July 1, 2012 (LGBl 173/2012), the government has been required to submit the defined or amended ownership or participation strategies to the Liechtenstein Parliament for information (Art 16 (2) ÖUSG). The ownership or participation strategies are to be made electronically accessible to the public by the public company (Art 16 para. 2a ÖUSG). The state parliament itself can also instruct the government to define or amend an ownership or participation strategy (Art. 16 Para. 2b ÖUSG). In doing so, the government is bound by the requirements of the state parliament when implementing the mandate (Art. 16 para. 2c ÖUSG).

Sanctions

Unless this competence has been deprived of it in a special law, the Liechtenstein government can grant the affected members of the strategic management level a reasonable period of time to restore the lawful state of affairs in the event of violations by a public company against provisions of the ÖUSG or other special legal provisions (Art 25 para . 1 ÖUSG).

The government can also take more stringent measures immediately. If, after a deadline has been set, the illegal situation is not remedied within the deadline, the government must remove the affected members of the strategic management level and make new elections (Art. 25 (2) ÖUSG).

There are transitional provisions (Art 27 ÖUSG) according to which the law will only come into force in full from 2013.

Structure of the ÖUSG

Art 1 to 3 General provisions (subject, purpose, terms)

Art 4 to 15 Control and supervision of public companies - management level

Art 16 to 19 Control and supervision of public companies - control

Art 20 and 21 Control and Monitoring of Public Enterprises - Efficiency

Art 22 and 23 Control and supervision of public companies - transparency

Art 24 and 25 Supervision and measures

Art 26 and 27 transitional and final provisions

Art 28 entry into force

Web links and literature

Sources and References

  1. ↑ Law of November 19, 2009 on the control and monitoring of public companies (Public Company Control Law; ÖUSG), LGBl 356/2009.
  2. ↑ Public companies are in the sense of Art. 2 Para. 1 ÖUSG: Companies, regardless of the legal form, to which the State of Liechtenstein directly or based on ownership, financial participation, voting rights, articles of association or other provisions that regulate the activity of the company can indirectly exercise a controlling influence; or those companies that are expressly qualified as public companies under special law .
  3. ^ Constitution of the Principality of Liechtenstein of October 5, 1921 (LV), LGBl 15/1921.
  4. ↑ List according to the report and application of the government to the state parliament, 53/2009
  5. ↑ See law of June 29, 2011 on "Verkehrsbetrieb LIECHTENSTEINmobil" (VLMG), LGBl. 345/2011.
  6. ↑ See for example the "owner strategy" for the FMA Financial Market Authority Liechtenstein, which the government issued on March 15, 2010.
  7. ↑ Art 25 para. 3 ÖUSG