Company formation in Switzerland

Switzerland is one of the appealing locations for investors around the world to start their company. It has the most developed economic structure. Switzerland offers comparatively flat tax rates with a huge variety of International Double Tax Treaties. It is acknowledged as one of the most extensive financial cores worldwide. A businessman can enjoy a highly effective capital market like Switzerland. This country allows both investors and entrepreneurs to trade internationally.

It provides a great combination of steady political and economic infrastructure for businesses. With its highly skilled and productive workforce, it is capable of providing a safe environment for investors. Switzerland is also undoubtedly a delightful place for foreigners to invest in. It offers various business opportunities to form a competitive and active environment for foreigners. Besides Switzerland includes high banking facilities and a good range of insurance services too. It has also developed high technological equipment and Biotechnology.

Many foreigners’ investors, companies are getting attracted and started their business plan in Switzerland. Hence it will be a great decision for interested investors to incorporate their company in Switzerland. There are several types of companies in Switzerland from which investors can choose one depending on their business type. Such company types available in Switzerland are given below:

  • Limited Liability Company (LLC, GmbH or S.A.R.L)
  • Public Limited Company (AG, SA)
  • Branch Office
  • Sole Proprietorship
  • Representative Office
  • Holding Company

Requirements for company formation in Switzerland

  • The 1st task is to choose a suitable company structure based on the business type.
  • Then investors must finalize a unique name for the company to incorporate (similar name or may signify government patronage isn't acceptable).
  • Must get ready the KYC documents (for the shareholders and directors).
  • Must open a corporate bank account in a Swiss bank.
  • Investors then need to deposit the least share capital in the corporate bank account and receive the capital certificate and business ideas in Switzerland.
  • Preparing necessary documents like Articles of Association, the public record of incorporation, Memorandum of Association, etc. and fill out the forms (Stampa Declaration and the Lex Friedrich Declaration Form).
  • Investors just need to set up a registered office in Switzerland.
  • After completing all the documentations investors will need to apply for their business registration to the Register of Commerce (all documents must be approved by the Swiss notary).
  • Then investors will obtain the registration certificate.
  • VAT registration is also required.
  • Social tax registration and compulsory insurances are also legally required.
  • Lastly, investors must publish a notice on the newly incorporated company in the Official Gazette of Canton for Commercial Registry.

Required documents for the company formation in Switzerland

Required Documents for the company formation in Switzerland

The followings are the important documents which required to submit to the Commercial Register for a company formation in Switzerland.

  • Finalized Company Name
  • Articles of Association (notarized copy)
  • Passport copies of every founder, shareholders, and directors
  • Memorandum of Association (copy)
  • Notarized Power of Attorney
  • Statutes (accepted)
  • Share Capital confirmation from the bank
  • Summary of Corporate details (company name, office address, capital composition)
  • Stampa Declaration Form and Lex Friedrich Declaration Form (a license for foreigners)
  • The managing board's specimen signatures (by each board member) (notarized)
  • The Public Legal documents of Formation (must perform before a Notary Public)
  • Agreement to Act forms (sighed by the suggested directors and shareholders)
  • Waive yearly audit declaration
  • Company Bylaws (must be stamped by a notary)
  • Customer Due Diligence Form (for recognition and KYC)
  • Arrangement and Contract among one or two Swiss citizen(s) (with rights of signature)
  • Application to the Commercial Register (including all above documents)

Company formation costs in Switzerland

Required Services Costs
Registration 240 CHF
Formation Fees 2,500 CHF
Notary and Commercial Registry Costs 1,700 CHF
Stamp Duty N/A
Yearly Maintenance of Registered Office 2,000 CHF
Directors Fee (Annual) 3,500 CHF
Accounting Costs (including bookkeeping services and taxation guidance) 2,401 CHF

Types of companies in Switzerland

Requirements for various types of company formation in Switzerland is given below:

Limited Liability Company (LLC, GmbH or S.A.R.L):

  • Useful for small to medium-sized businesses.
  • Least two shareholders or partners needed.
  • Must be one Swiss resident directors.
  • Shelf companies are available for this company type.
  • Must need least 20,000 CHF Share capital.
  • Must set up a registered office and a bank account in Switzerland.
  • Doesn't have any restrictions on foreign ownership.
  • Need to file annual returns.
  • There are no trading restrictions.
  • Need Up to 2 weeks to incorporate.

Public Limited Company (AG, SA):

  • Suitable for all types of business needs especially medium to large sized businesses.
  • Must require at least one shareholder (independent or authorized entity).
  • Require a least of 100,000 CHF share capital to incorporate.
  • Must need to pay a minimum 20% capital during the formation.
  • Shareholders can keep them fully anonymous.
  • Have limited liability.
  • A majority (50%) of the directors should be Swiss citizens.
  • Must demand to prepare annual audits.

Branch Office:

  • Very useful for foreigners (expanding product or services within the nation).
  • It does require at least one director.
  • It can run individually.
  • It usually takes about two to three weeks to incorporate.
  • It can have shelf companies.
  • Require legal representative.
  • Can have a license on import and export.
  • Yearly financial statements must need to be filed.

Sole Proprietorship:

  • Simplest and cheapest basic Individual trade type of company.
  • Can be owned by a single person (must be a Swiss resident).
  • Doesn't demand a minimum capital.
  • Can carry out business activities in Switzerland.
  • The owner needs to bear unlimited liability.
  • Required to be registered if it exceeds CHF100, 000.

Representative Office:

  • Best for non-commercial purposes.
  • Usually, they utilize to do research and marketing activities.
  • Require authorized representative.
  • Not a limited liability entity.

Still being a small country, Switzerland is seen as a safe haven for its exclusive outside trade activities. The developed economic structure and a low tax administration of this country is the most attractive points for the investors and businessmen. Switzerland is considered an excellent strategic location with a huge growing foreign attraction. New businessmen and investors can enjoy numerous opportunities by setting up a company in Switzerland.

Related Article:

Company Registration Switzerland - Full Guidelines For Foreign & Local

How to register a company in Switzerland as Foreigner


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