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You are here: Home Finance & Business Business Starting a business in Switzerland
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14/03/2012Starting a business in Switzerland

Starting a business in Switzerland Thinking of starting a business in Switzerland? Here is Expatica's short guide to the types of companies you might consider.

Before starting a business in Switzerland it is worth assessing the types of companies available. Different types require varying legal fees and amounts of paperwork.

Single-owner company
The most common type of company after the standard corporation or 'joint-stock' company, this is most suitable for sole owners of a business or other professionals who work for themselves, such as freelancers. The sole trader must be a Swiss resident. There is unlimited liability and the individual’s name must appear in the business name (such as "John Smith Consultancy" or "Smith IT services"). Registration with the Chamber of Commerce is mandatory if annual sales exceed CHF 100,000 a year.

General partnership
This category is used when two or more people jointly operate a company. All partners must be Swiss residents and the company must have a Swiss address. The name of one of the partners must appear in the business name of the company (such as Smith and Co). All partners have unlimited liability and registration with the Chamber of Commerce is mandatory.

Limited partnership
A much less common version of the General partnership, in this type of company general partners have unlimited liability while limited partners may be liable up to an agreed amount. Registration with the Chamber of Commerce is mandatory.

Corporation/Joint-stock company (AG/SA)
The most common form taken by businesses, the corporation is considered an independent legal entity. At least three original shareholders are required to form a corporation. Liability is limited to the value of the company's assets and the minimum amount of shareholders' equity is CHF 100,000, of which CHF 50,000 must be fully paid for. The company must comply with formal incorporation procedures for which it must pay fees for taxes and legal advice.

Processing the registration generally takes between two and four weeks, after which the company is a legally recognised entity. In each case the majority of the board must be composed of Swiss or European citizens resident in Switzerland. The board members can be personally liable for the payment of Swiss taxes and social security.

Limited liability company (GmbH/Sàrl)
Another legal entity, this type of company requires a minimum shareholders' equity of CHF 20,000, of which CHF 10,000 must be fully paid for. At least one managing director must be a Swiss resident, though not necessarily a Swiss or European citizen, and the company must have at least two original shareholders who may be foreigners. The founders are allowed to perform the duties of governing bodies. This type of company is cheaper to start than a limited company, but requires a more difficult process to transfer shares.

Subsidiary
A legally independent company, but which is affiliated to a foreign entity, a subsidiary tends to operate more as a 'Swiss' than 'branch' company. It can take the form of a Corporation or a Limited liability company.

Branch
A branch is a legally dependent, but financially independent, wing of a head office that operates outside the home country. In this type of company the foreign parent company is liable and the branch is taxed in Switzerland as a Swiss company. One Swiss resident with legal authority is required; the lawyer can be a foreigner.

Rob Hyde / Expatica



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