company formation in switzerland

EBCS can be your partner of choice to register your company. We have developed on a set of standard actions that must be taken in order for all the legal requirements to be met. The actions necessary to start a company in Switzerland include drafting the articles of association and several additional documents, such as specimen signatures, passport copies and the special forms from the company registration office. All procedures involving signing of papers must be performed with a public notary in Switzerland. We handle all aspects of the process for your incorporation and company registration in Switzerland.


Incorporation procedure

Securing the Commercial Registration of the Company will then enable it to commence trading.

This process will normally take 2-3 weeks and can include:

- Presenting options of incorporation different legal entities

- Transferring your requirements into the best possible form

- Taking instructions from you

- Preparing and signing of all Fiduciary and Legal Agreements

- Opening of capital bank accounts for the capital of the company

- Preparing all incorporation documentation

- Writing the Foundation documentation including the Articles of Association in German and English

- Attending the Notary Meeting to process the incorporation filing

- Submitting all relevant incorporation documentation to the Commercial Registry


post incorporation activities

Once the Company has been incorporated and registered there are a number of primary post incorporation tasks that need to be completed which are performed on your behalf:

 

- Determining a chart of accounts

- Setting up an accounting mandate in Switzerland

- Evaluating your business plans and preparing budget for the first 12 months of trading

- Establishing invoice and letterhead templates

- Setting up bank accounts and online banking arrangements

- Registering the Company for Swiss VAT (Value added taxes)

- Agreeing on financial reporting formats and reporting structure

- Setting operational policies for financial power of attorney


Legal forms for companies in switzerland

There are basically four different forms of profit oriented legal forms of entities in Switzerland available. These are

 

- Sole Enterprise

- Limited Liability Company (LLC) - in Swiss German: Gesellschaft mit beschränkter Haftung (GmbH)

- Limited Company (Ltd) - in Swiss German: Aktiengesellschaft (AG)

- Limited Partnership

 

From the above list the LLC as well as the Ltd are the two typical legal entities for foreign investors. These entities are described in more detail below. In both cases, the capital required for the foundation is first held in an escrow account until the formation is completed. After deduction of the incorporation fees for authorities and banks of approximately 5%, the paid in capital returns to the company as funds for working capital.

  LLC (GmbH) Ltd (AG)
Capital requirement
for foundation

20'000 CHF

all cash

100'000 CHF

min. half cash, half assets - or all in cash

Liability Limited Limited
Registration condition min. 1 officer with existing Swiss residency min. 1 member with existing Swiss residency
Company name

Name + GmbH

Name + LLC

Name + AG

Name + LLC

Number of staff min. one shareholder min. one shareholder
Shares ordinary shares

shareholding book detailing how company is held as private company or how it is publicly held through the stock market

Audit

internal audit for year end tax filing
for up to 10 staff

external certified audit if number of staff > 10

internal audit for year end tax filing
for up to 10 staff

external certified audit if number of staff > 10

Taxes

separate tax return for LLC

separate tax return for Ltd

Advantages

- liability

- lower seed funding requirements than Ltd

- option to issue shares

- liability

- option to issue shares

- easier to transfer shares than in case of LLC

- anonymity of stockholders

- higher recognition as company

Disadvantages

- shareholders are made public in
   commercial registry

- more rules and regulations

- avoidance of double taxation
   takes very careful filing

- higher capital requirements

- more detailed reporting needs
   with rules and regulations

- avoidance of double taxation
   takes very careful filing


Service Costs for company foundation and administration

For international clients as member of EBCS we offer two versions of all-in packages for the foundation. These packages cover all necessary services for a successful company foundation and legal registration in the commercial registry.

Business Package   Investment / Residency  Package
This is the perfect package for foreigners
who already hold a Swiss Residence
   This is the necessary package for founders and
investors from abroad who don't hold a Swiss Residence
starting at CHF 4'000   starting at CHF 8'500
Services included   Services included
- Company foundation (LLC or Ltd)   - Company foundation (LLC or Ltd)
- Domiciliation for one year   - Domiciliation for one year
- Accounting and Taxation package (10 hours)   - Accounting and Taxation package (15 hours)
- Documentation of residence permit   - Document for residence permit through
   existing Swiss resident
    - Mandate for managing director position
  of Swiss resident holder
    - Swiss telephone number
For whom is this suitable?   For whom is this suitable?
For founders who hold a Swiss residence and wish a
Swiss Business address or wish to optimize their tax exposure by going to a specific canton
  For founders and investors who don't hold a Swiss residence. For investors seeking a Swiss Residence
and the formation of a Ltd in Switzerland is one
element of their residency filing.
What do you have to do for the incorporation?   What do you have to do for the incorporation?
We manage the incorporation process for you. Once ready for operational business, you are the manager of the company and are the registered Managing Director.   Nothing. We manage the incorporation process for you and do the tax and other regulatory filings on an annual basis. We also consult you to make sure such investment is well positioned in your Swiss Residency filing.

The above stated prices include the costs for the packages for the foundation as described. If you wish to register your company with domiciles in Zürich or Lucerne, there are additional costs of approximately 1'500 CHF per registration.

The accounting and taxation portion includes the basic set-up for your entity. 
Additional hours for special cases are charged at 200 CHF/hour. Costs for operational tasks during the year upon agreement.

Do discuss your specific case and evaluate the best option, please connect with us for an initial consultation.