LIECHTENSTEIN Law and Practice Contributed by: Matthias Niedermüller, Alexander Milionis and Fabian Rischka, Niedermüller Attorneys-at-Law
Additionally, witnesses may also refuse to give evidence in response to questions where answering would: • disgrace the witness, their spouse/partner or their relative, or would put them at risk of criminal prosecution; • cause direct pecuniary prejudice to the wit - ness or one of the aforementioned persons; • disclose facts that underlie a statutory confi - dentiality obligation insofar as the witness has not been validly released from this duty; • disclose facts protected by attorney secrecy or notary secrecy; or • disclose business secrets or art secrets. 3. Corporate Entities, Ultimate Beneficial Owners and Shareholders 3.1 Imposing Liability for Fraud on to a Corporate Entity A legal entity has its own legal personality and thus is an independent point of reference for rights and obligations as well as for compensa - tion obligations. As a rule, no one is liable to pay compensation for damage caused through no fault of their own or by an involuntary act. Attribution of Acts of Representation Legal entities act through their representatives and their liability arises therefrom, because directors and other persons with power of rep - resentation are entitled to perform legal acts on behalf of the company (Section 187 et seq of the Persons and Companies Act). Thus, in general, legal entities are liable for all acts of representa - tion by their representatives and their knowledge is attributed without limitations. This applies to all types of legal entities.
According to statutory law there are some limita - tions on representation and thus there is liabil - ity, according to Section 187a of the Persons and Companies Act. In addition, a company is also liable for the actions of its employees and assistants without powers of representation – albeit only in connection with contractual obliga - tions. The company is only responsible for other damages if it is at fault for choosing a specific untrustworthy or dangerous person. Attribution of Knowledge to Legal Entities In company law, mainly the knowledge pos - sessed by directors but also that of other rep - resentatives and agents is attributed to legal entities. The scope of attribution of knowledge varies depending on the role of the respective person. According to settled case law, all company directors’ knowledge is also company knowl - edge. In cases of joint representation, the knowl - edge possessed by one person (eg, director) is sufficient to bind all parties involved. Further, it is irrelevant where this knowledge comes from. Even directors’ private knowledge – ie, knowl - edge that such persons have acquired outside the performance of their duties on behalf of the legal entity – is completely attributed to the com - pany. In contrast to this, supervisory board members’ knowledge is considered that of the company only if the advisory board is competent to act in a specific matter. Supervisory board members’ private knowledge in general is not attributed to the company. Knowledge possessed by other representatives, such as attorneys and agents, is attributed if it concerns their specific area of responsibility and if they were actually involved in a specific mat -
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