Civil Code applies to Swiss business entities and as such the creation and administration of companies is subject to a much more bureaucratic process than in a Common Law jurisdiction. Businesses are registered in their respective canton and each individual canton maintains a Registre de Commerce with mandatory entries for subscribers, directors, capital structure etc. This is a public document.

 Companies must take the form of the Stock Corporation and it's variants:

• Holding Company
• Domiciliary Company
• Auxiliary Company
  
• Service Company
• Mixed Company

Stock Corporation 

Also known as: Aktiengesellschaft or Societe Anonyme (AG/SA)

The Stock Corporation is almost the universal choice for all foreign investors. All companies have an auditor and a registered office to file accounts annually with the Companies Registration Office. Small companies may file abbreviated accounts without needing to include turnover.

• at least 3 subscribers are required
• nominee subscribers and shareholders are permitted
• at least 100,000 CHF is the minimum captial required and  at least 20% of which must be paid up before incorporation (this must be no less than CHF 50,000) 
  
• share capital cannot be increased by more than 50% of the authorized capital at a time;
• types of shares permissible include preference shares, voting shares or non voting shares and can be issued at a premium; bearer shares are also permitted;
• the majority of directors must be Swiss nationals and must be a full time resident of Switzerland;
• directors must be shareholders (whether they are the beneficial owners of shares or hold them as nominees)
•  any person whose name appears in the articles of association signs on behalf of the company.

Holding Company

 A holding company differs to the stock corporation by it's tax status that allows it to benefit from reduced corporate income tax and capital gains at the federal and cantonal levels. At solely the cantonal level, there is an additional reduction in net worth tax.

In 2004, the OECD's "unfair tax competition" initiative targetted the holding company which forced an agreement with Switzerland allowing information about holding companies to be shared in the evidence of fraud.

A company is defined as a holding company for federal tax purposes if it holds a minimum of 20% of the share capital of another corporate entity, or if the value of such has a market value of at CHF 2,000,000 or greater (this is known as participating shareholding). The reduced corporate income tax depends on the ratio 'earnings from participiating shareholding : total profit generated'.

Between cantons, the definition of a holding company is variable but in a general sense, a corporate entity is classified as a holding company for cantonal corporate income tax purposes, provided it meets either of the following conditions:

Domiciliary Company

A stock corporation is defined as a domiciliary company if it is both managed and controlled from abroad and has a registered office such as a lawyer's office in Switzerland but has no physical presence or staff in the country. All of their business must be carried out abroad and the company can only receive foreign source income.  Domiciliary companies are able to make significant savings in the corporate income tax levied on income and capital gains as well as the net worth tax.

The Auxiliary Company

 The auxiliary company is essentially an extension of the domiciliary company that may carry out a small portion of their business in Switzerland. These companies are only possible in seven cantons and have no benefits at the federal level. The majority of income must come from a foreign source and the remainder varies between cantons. However it is generally understood that an auxiliary company may have Swiss offices, staff and receive Swiss income taxed at normal rates.

The Service Company

For companies whose sole activity provides services to foreign companies in the same group of which it is a member may be called service companies. Typically these work in technical, management, marketing, publicity, financial and administrative fields assisting the foreign company. A service company must not derivce income from third parties outside their corporate group. The service status is obtained by an advance cantonal tax ruling but there is no benefit from the federal level.

The Mixed Company

 Certain companies may have characteristics of domiciliary companies and holding companies but for any reason are not able to qualify for either. These become mixed companies which may benefit from corporate income tax reductions at the cantonal and municipal level. The mixed company receives no benefits at the federal level and to qualify for the tax reduction must be foreign controlled, have close relationships to foreign entities and source 80% of its total income from abroad.

The Branch

Branch offices are registered in the commerical registry for the canton which they domicile in. Such branches may be of foreign companies or simply Swiss companies in other cantons. Each branch must have a nominated representative who resides in Switzerland.

A branch is not required to publish its financial statements. However, branches of a foreign corporation from a tax perspective constitute 'permanent establishments' and must be taxed on local source income as a result. This occurs at both federal and cantonal levels in the same way as a resident corporation. Transfers of branch profits to its foreign parent are not subject to withholding tax.