INCORPORATION

SWITZERLAND PUBLIC LIMITED COMPANY (PLC., CORP.), LIMITED LIABILITY COMPANY (LLC., LTD.)

 

 

Company formation in Switzerland, the Public Limited Company (PLC., Corp.): legal and tax aspects

Company type: Public Limited Company (PLC., Corp.)
Name: Any name can be chosen provided not already in use according to Swiss commercial register. References to commercial activities must reflect the actual business of the company.
Capital: Minimum of 100 000 CHF, whereby half of each share must be paid up before incorporation.
Shares: Bearer and/or registered shares (some of which can also be issued as participation certificates - without voting rights).
Shares index: Yes, for registered shares.
Registered agent requirement: Yes
Registered headquarters: Anywhere in Switzerland.
Entry in the public register: Article of incorporation must be publically registered and following incorporation the company must be entered in the commercial register.
Shareholders: Minimum of 1 shareholder, natural or legal persons - also foreign natural persons
Directors: Board of directors:
  • one or more persons
  • the majority of members must be resident in Switzerland and have Swiss citizenship or be EU/EFTA nationals with a registered domicile in Switzerland.
Auditor: Yes, an auditor's report is mandatory. At least one auditor must have a registered domicile in Switzerland.
Incorporation period: Up to 2 weeks
Disclosure of beneficial owner: No
Disclosure of shareholders: Yes, registered shareholders.
Disclosure of directors: Yes, board of directors.
Trading restrictions: Yes, some commercial activities must be authorised.
Taxation: Federal taxes, cantonal tax and municipal taxes must be paid: 8.5% federal tax on profits and 0,001 %- 0,525 % on company joint capital, 5,9 %- 16 % federal tax on profits
  • Holding companies have tax advantages.
  • Dividends are subject to a 35% withholding tax - a refund is possible according to certain dividend refund provisions.
Double taxation agreements: Yes
Financial statements: Yes
Tax returns: Yes
Accounting: Yes
Annual reports: Yes
Formation costs: 4 800 CHF
Annual running costs: 6 700 CHF (minimum) - 10.500,00 CHF (full service)

Company formation in Switzerland, the Limited Liability Company (LLC., Ltd.): legal and tax aspects

Company type: Limited Liability Company (LLC., Ltd.)
Name: Any name can be chosen provided not already in use according to Swiss commercial register. References to commercial activities must reflect the actual business of the company.
Capital: Minimum of 20 000 CHF
Shares: minimum nominal value of the shares 100.00 CHF. Shareholders may hold more than one share.
Shares index: No (Partners must always be entered in the commercial register.)
Registered agent requirement: No
Registered headquarters: Anywhere in Switzerland.
Entry in the public register: Article of incorporation must be publically registered and following incorporation the company must be entered in the commercial register.
Shareholders: Minimum of 2 persons (natural or legal); Sole proprietorship possible.
Directors: Managing directors:
  • no limitations on foreign nationals
  • only one authorised signatory must have a registered address in Switzerland
  • managing directors do not have to be GmbH partners.
Auditor: Yes, mandatory for 10 full time employees
Incorporation period: Up to 2 weeks
Disclosure of beneficial owner: No
Disclosure of shareholders: Yes, partners' names must be entered in the commercial register.
Disclosure of directors: Yes, managing directors.
Trading restrictions: No
Taxation: Federal taxes, cantonal tax and municipal taxes must be paid: 8.5% federal tax on profits and 0,001 %- 0,525 % on company joint capital, 5,9 %- 16 % federal tax on profits
  • Holding companies have tax advantages.
  • Dividends are subject to a 35% withholding tax - a refund is possible according to certain dividend refund provisions.
Double taxation agreements: Yes
Financial statements: Yes
Tax returns: Yes
Accounting: Yes
Annual reports: Yes
Formation costs: 4 800 CHF
Annual running costs: 6 700 CHF (minimum) - 10 500 CHF (full service)

General Information

Area: 41 293 sq km
Capital: Bern
GDP per capita: 76.598 $
Unemployment Rate: 3,9%
Population: 8.036.917
Language: German, French, Italian, Rhaeto-Romanic
Currency: Swiss Franc (CHF)
Rate of Inflation: 0,8%
Political Risks: None
Cost of Living: Among the highest in Europe
Communications: Good
Residence Permit: Since the introduction of a bilateral agreement between Switzerland and the EU on 01.06.2002, EU nationals can become residents.
Legal System: The Swiss Civil Law of 1907 and the Obligation Law of 1911, which comprises the law on trading companies.
Exchange Control: Does not exist; all currencies can be traded freely.
Patent Law: Patent law of 1956 with additions
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