Company in Switzerland

General information

8,5%*

Tax rate

10 days

Time of establishment of the company

20 000 CHF

Minimum capital

Switzerland is a competitive market economy and a peaceful, prosperous, modern state with a low unemployment rate, a highly qualified workforce and one of the highest per capita GDP in the world. Long regarded as a true tax haven, well known for its banking system and banking secrecy. The Swiss system is not only one of the oldest and most stable banking systems, but also an excellent location for business – with an easy and transparent tax system.

 Types of companies

A foreign investor may choose from the following types of commercial companies:

  • Limited liability company (SARL);
  • Public capital company (SA);
  • Single-member company (SNC);
  • Limited partnership;
  • Branch of a foreign company – e.g. a Polish one;
  • Representative Office.

In practice, SARL companies dominate – this is the majority of medium and large companies.  Switzerland is under increasing pressure from EU countries, the USA and international institutions to reform banking secrecy regulations – Switzerland is, for example, a signatory of the CRS – the system of automatic exchange of information on banking matters.

 

Swiss companies are mainly chosen by wealthy investors, who often combine company registration with the transfer of assets to local banks.

Company registration procedure

Registration of the company:

  • We start the registration of the company by depositing the capital into a bank account.
  • Then the articles of association and the company’s statute must be drawn up and confirmed by a notary public.
  • The documents together with the application for registration must be submitted to the Commercial Register.

Shareholders:

There are no restrictions on the number of shareholders, however, a minimum of one shareholder is required to establish a company (it may be a natural or legal person). Of course, foreign shareholders are allowed.

Management Board:

At least one member of the board. Board members can represent the company externally. At least one representative must reside in Switzerland.

Supervision:

The company is supervised by auditors. They are appointed when the company meets two of the following three conditions for two consecutive years: total assets exceed CHF 20 million; profits of CHF 40 million; on average 250 employees per year.

Registered office:

The company must have a registered address – the registered office is located in one of the cantons of Switzerland. The choice of canton has far-reaching consequences – it determines the official language of the company, its taxation and the public law governing its functioning.

Time to set up a company:

The time of establishing a company is about 10 days.

Capital:

The minimum capital is CHF 20000 and must be paid in full at the time of registration of the company.

Taxes and finances

In Switzerland, corporate tax is levied at two different levels: the federal (8,5%) and cantonal levels. While the earnings of a Swiss company (or subsidiary) are subject to the same direct federal tax rate in Switzerland, tax rates are variable at the cantonal level. We provide registration services in several cantons. The most sought after include Zurich, with an effective tax rate (including federal tax) of 21%, Geneva at 24%, and Zug at 16%.

 

Under EU law, the free movement of capital is the rule.

 

In Switzerland, there is little official support at the federal level for investment. However, the government offers loans subsidized by 25% for infrastructure spending (tourism facilities, communications, and training). At the cantonal level, a wide range of incentives is proposed, mainly in the predominantly agricultural areas.

Accounting

In accordance with standard practices in the EU, companies must register and submit annual accounts to regulatory authorities. Annual audits are mandatory.

Tax rate

• Income tax: 12% – 25% (federal + cantonal tax), Minimum GmbH and AG tax of 1,092 € the first year, 1,750 €for GmbHs the second year, and 3,500 € for AGs. • Tax on capital gains: 25% • Tax on royalties: 20% • Income of foreign companies: 25% • Local tax (employees): 3% of gross salary • VAT: 20% No wealth or business taxes

Minimum capital

Minimum of 20,000 CHF (14,310), 2 million CHF maximum (1.43 million)

Shareholders

Minimum of two associates

Foreign shareholders

Yes Note that the name and nationality of all the partners are kept in a public register.

Directors

A local director required. Non-residents can preserve their anonymity and control while still managing the company.

Foreign holding

Yes

Legal obligations

• At least two board members, one of whom is a Swiss resident • Annual audit mandatory

Deadline

10 days from the receipt of all documents

Headquarters

Business address, telephone transfer, fax, and mail Possibility to have a physical office (prices vary depending on demand)

Accounting

Annual financial report, income statement, schedule, and management reporting mandatory, based on an estimated number of monthly bills and a forecast of annual turnover.

Local labor law

Other information

Switzerland is chosen by demanding customers who appreciate the advantages of this jurisdiction, i.e. its reputation, transparent tax system and even the legendary banking system. Many investors combine the opening of a Swiss company with a change of tax residence – often the costly opening of the company opens the way to new business contacts.