| Legislation source | Swiss Code of Obligations |
| Minimum required capital | AG/SA: CHF 100,000
at least 20% must be paid up before incorporation (this must be no less than CHF 50,000)
GmbH/Sarl: CHF 20,000
at least 50% must be paid up before incorporation |
| Company name | Any unregistered name is allowed.
Certain names such as Switzerland, International and so on are subject to additional conditions.
An AG/SA name must end in AG/SA. |
| Time to incorporate | normally between 2 and 4 weeks |
| Shelf companies | No |
| Capital duty | 1% as of CHF 250,000 |
| Minimum number of shareholders | AG/SA: 3
GmbH/Sarl: None as the company is not permitted to issue shares as securities. At least 2 quota-holders are required. |
| Are (i) bearer shares and (ii) shares of no par value possible? | AG/SA: (i) Yes, if held by a custodian
(ii)No
GmbH/Sarl: No |
Directors:
(i) minimum number
(ii) corporate directors permitted?
(iii) location | AG/SA: (i) 1
(ii) No
(iii) At least one director must be a Swiss resident and the majority of board members must be Swiss nationals residing in Switzerland
GmbH/Sarl: (i) 1
(ii) No
(iii) At least one director must be a Swiss resident |
Secretaries:
(i) mandatory?
(ii) corporate directors permitted?
(iii) location | (i) No
(ii) No
(iii) Switzerland |
| (i) Registered office, (ii) registered agent required? | (i) Yes
(ii) The company is represented by:
AG/SA: Individual directors
GmbH/Sarl: Associates |
| Requirements by authorities before incorporation or tax status granted | Confirmation of paid in capital.
Declaration from the Directors that the company’s capital has not been paid for by a contribution in kind |
| Information available on public file | Registered Office, Share Capital details, Directors, Auditors, Articles of Association |
| Documents must be kept registered office | None |
| Corporate books and seal required? | No |
| (i) Accounts required and (ii) filed? | (i) Yes
(ii) Yes in connection with tax returns |
| Annual return required? | Yes |
| Meetings must be held... | No restrictions (anywhere) |
| Exchange controls | None |
| Annual fees payable to the government: tax / annual return filing fee | Federal taxes of 10%
Cantonel taxes vary with cantons and in function of company’s activity (15 – 32%) |
| Double tax treaties | Australia, Austria, Belgium, Canada, Denmark, Finland, France, Germany, Great Britain, Greece, Hu |
Secure Order
