Source-cited draft: company formation & entity choice for Switzerland (tax year 2025) — rates, thresholds and rules with primary-source citations. Unverified; pending local-accountant review.
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Built by Michael Cutajar and the OpenAccountants team. Written from the official sources it cites.
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Every figure is drawn from this Guide and cited to its source.
GmbH / Sàrl (limited liability company)
Limited liability company; members hold quotas; most common form for SMEsSwiss Code of Obligations (OR/CO)View source ↗
AG / SA (stock corporation)
Stock corporation with shares; preferred for larger businesses and capital-raisingSwiss Code of Obligations (OR/CO)View source ↗
Other forms
Sole proprietorship (Einzelfirma), general partnership (Kollektivgesellschaft) and limited partnership (Kommanditgesellschaft)Swiss Code of Obligations (OR/CO)
GmbH minimum share capital
CHF 20,000, fully paid up before registrationSwiss Code of Obligations (OR/CO)View source ↗
AG minimum share capital
CHF 100,000, of which at least CHF 50,000 (and at least 20%) paid in before incorporationSwiss Code of Obligations (OR/CO)View source ↗
Incorporation steps
Name check, draft articles of association, open a capital-deposit (blocked) account with a Swiss bank, notarised public deed, then registration in the Commercial Register (Handelsregister)Swiss Code of Obligations (OR/CO)View source ↗
Typical timeline
Approx. 5–10 business days after documents are submitted (approx — confirm)Swiss Code of Obligations (OR/CO)View source ↗
Indicative incorporation cost
Roughly CHF 1,500–3,000+ in notary and commercial-register fees (excl. capital and advisory) (approx — confirm)Swiss Code of Obligations (OR/CO)
Swiss residency requirement
At least one person able to represent the company (director/managing officer) must be resident in SwitzerlandSwiss Code of Obligations (OR/CO)View source ↗
Capital issue stamp duty
1% federal issuance stamp duty on equity contributions above a CHF 1,000,000 exemptionFederal Act on Stamp Duties (StG/LT)View source ↗
VAT registration
Required once taxable turnover reaches CHF 100,000; may register voluntarily earlierFederal Act on Value Added Tax (MWSTG/LTVA)View source ↗
Annual accounts
Companies must keep books and prepare annual financial statements under the Code of Obligations accounting rulesSwiss Code of Obligations (OR/CO)
Audit requirement
Ordinary audit if two of: balance sheet total CHF 20m, revenue CHF 40m, 250 full-time staff (two consecutive years); otherwise limited audit, which small companies (≤10 FTE) may opt out of (approx — confirm thresholds)Swiss Code of Obligations (OR/CO)
Annual tax filing
Annual corporate income/capital tax return filed with the cantonal tax administration; VAT and social-security returns filed periodicallyFederal Act on Direct Federal Taxation (DBG/LIFD)View source ↗
Rendered from the canonical facts model. General reference only — confirm with a qualified professional before acting.
The two main Swiss capital companies are the GmbH/Sàrl (limited liability company) and the AG/SA (stock corporation); sole proprietorships and partnerships are also common. These are 2025 figures for accountant review.
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