How to Register a Company in Switzerland

Forming a company in Switzerland involves several steps, including choosing the appropriate legal structure, complying with local regulations, and registering the business with the Swiss authorities. Switzerland is known for its business-friendly environment, political stability, and strong financial sector. Here’s a guide to the process:

Choosing the Legal Structure

Switzerland offers various legal forms for businesses. The most common are:

• Sole Proprietorship (Einzelfirma): Ideal for small, independent businesses or freelancers. The owner bears full liability.
• Limited Liability Company (GmbH/Sàrl): This is a popular form for small to medium-sized businesses. The liability is limited to the company’s capital, and it requires at least one director, with a minimum share capital of CHF 20,000.
• Public Limited Company (AG/SA): Suitable for larger businesses, an AG requires a minimum capital of CHF 100,000, and liability is limited to the amount of the company’s capital.
• Branch Office: A foreign company can open a branch office in Switzerland. It is not considered a separate legal entity but must comply with Swiss regulations.
• Partnerships (Kollektivgesellschaft or Kommanditgesellschaft): Used for small businesses run by two or more individuals, with varying levels of liability.

Setting up a Company in Switzerland

• Choose a Company Name: Ensure that the name is unique and not already registered in Switzerland. You can check the availability of the company name on the Swiss Commercial Register website.
• Articles of Incorporation: Draft the company’s articles of association (for AG or GmbH) or partnership agreement (for partnerships). These documents outline the company’s structure, purpose, and governance.
• Deposit Share Capital: For GmbH and AG, deposit the required minimum capital (CHF 20,000 for GmbH and CHF 100,000 for AG) into a Swiss bank account. You will receive a certificate from the bank confirming the deposit.
• Public Notary: In some cases, especially for AGs and GmbHs, the incorporation documents must be notarized by a Swiss public notary.
• Register with the Commercial Register: The company must be registered in the Swiss Commercial Register in the canton where it is based. The registration process involves submitting incorporation documents, proof of capital deposit, and other required documents. Once approved, your company will be legally established and its details will be made public.

Register for Taxes

• VAT Registration: If your business expects to generate over CHF 100,000 in annual revenue, you must register for VAT (value-added tax) with the Federal Tax Administration (FTA).
• Income Tax: Corporations in Switzerland are subject to federal, cantonal, and communal income taxes. The tax rates can vary depending on the location of the business.
• Social Security Contributions: If you have employees, you need to register with the relevant social security authorities for contributions to pension funds, unemployment insurance, and other mandatory social security schemes.

Corporate Governance
Local Resident Director Required

Who can start a business in Switzerland?

Any person over 18 years old can set up a business in Switzerland. If you are not a Swiss national, you can start a business if you have the right of residence and work in Switzerland.

If you want to open an AG/SA or a GmbH/Sàrl in Switzerland and live abroad, at least one director authorized to sign must be domiciled in Switzerland. A local nominee director can fulfill this obligation.

Open a Business Bank Account

After registration, you’ll need to open a business bank account. Switzerland offers a variety of banking services tailored to corporations.

Time Frame

The process of company formation in Switzerland typically takes between 2 to 4 weeks, depending on the complexity and speed of document submission and approvals.