SWISS COMPANY AG: A Comprehensive Guide to Incorporating a Business in Switzerland

Switzerland, renowned for its picturesque landscapes and precision engineering, also offers a favorable environment for establishing businesses. One of the most common types of business entities in Switzerland is the Aktiengesellschaft (AG), www.swisscompany.com which translates to a public limited company. If you’re considering starting a business in Switzerland under this structure, here’s what you need to know:

1. Choosing the Legal Structure

The AG is suitable for medium to large-sized businesses aiming to raise capital through shares. It provides limited liability for shareholders and is required to have a minimum share capital of CHF 100,000, of which at least 20% must be paid up during incorporation.

2. Company Name Reservation

Before incorporation, you must ensure that your desired company name is available and complies with Swiss regulations. This can be checked with the Commercial Register.

3. Drafting the Articles of Association

The Articles of Association (Statuten) outline the company’s purpose, structure, and governance rules. They must be drafted in accordance with Swiss law and notarized.

4. Appointment of Directors and Auditors

At least one director, who can be of any nationality but must reside in Switzerland, is required for an AG. Additionally, an auditor must be appointed unless the company meets specific criteria for exemption.

5. Capital Requirements and Bank Account

The minimum share capital of CHF 100,000 must be deposited into a Swiss bank account before registration. This amount is crucial for proving financial capacity during the incorporation process.

6. Registration Process

The AG must be registered with the Commercial Register (Handelsregisteramt) in the canton where the company will be headquartered. The registration involves submitting the Articles of Association, proof of share capital deposit, and other required documents.

7. Taxation and Legal Compliance

Once registered, the AG is subject to Swiss taxation, including corporate income tax and VAT. It must comply with local employment laws, data protection regulations, and other statutory requirements.

8. Commencement of Business Activities

Upon successful registration and compliance with all legal obligations, the AG can commence its business operations. This includes hiring employees, leasing office space, and initiating marketing and sales activities.

Conclusion

Establishing a Swiss AG offers numerous advantages, including a stable economic environment, access to European markets, and a globally respected business reputation. However, navigating the incorporation process requires careful planning and adherence to Swiss legal and regulatory frameworks.

For detailed legal and tax advice specific to your situation, consulting with local experts or legal advisors is recommended. They can provide tailored guidance to ensure that your Swiss AG is established on a solid foundation for sustainable growth and success.