Company formation in Switzerland

Company formation in Switzerland

Creating a company in Switzerland is often overlooked by start-ups, investors and entrepreneurs. This is despite it being world leader in the fields of IT, pharmaceuticals, life sciences and healthcare. The country ranks in the top 10 in terms of quality of life, work balance and above all personal safety.

The benefits of creating and setting up a company in Switzerland?

  • SAFE AND SECURE: In the top 10 of quality of life, work balance and personal safety.

  • FOREIGN SHAREHOLDERS: At least one director or manager must live in the country (SARL).

  • TAXATION: Attractive taxation determined by each canton and municipality.

  • CORPORATE TAXATION: Quite low compared with the rest of Europe.

  • SHARE CAPITAL: 20,000 CHF for a SARL company

Maintenance + Follow up

With the company active and your business running we maintain accounting and legal requirements.

Implementation

Once analysed a proper solution for your project we implement the strategy and set up the company.

Tailor-Made Solutions

We providing you with optimal solutions for your specific project after the initial analysis of your business model.

Feasibility

Setting up a company is an important decision and a feasibility study will be suggested by us.

Interesting facts

The Swiss are known for a lot of buying power but at its core are conservatively loyal to homegrown rather than international offerings. This provides stability and a great opportunity for covering the bottom line. So, as a business, one sets up to aim for an international or national audience, rarely both off the bat. Many ventures begin a national to international idea or are just remain the country’s Amazon, Groupon and eBay. The Success of DigiTech and Ricardo.ch speaks volumes.

The Ease of Business Transactions in Switzerland

Business incorporation process is particularly easy and quick, Switzerland is attracting more and more entrepreneurs. The Swiss Confederation is the ideal place to set up innovative projects, invest and launch your company, without having to fulfill countless formalities. We explain in a few points how to carry out your business creation plan.

WHY START A BUSINESS IN SWITZERLAND?

Switzerland has an international reputation for attracting foreign investors. In 2017, more than a third of the 41,000 companies registered in the commercial register had a foreign partner or manager. Its popularity for incorporation is attributed to a fast and simple company incorporation process.

 

Other benefits come into play, including:

 

Reduced salary costs
Switzerland is one of the countries in the world which, on average, offers the highest salaries with low taxed wages.

 

Favorable economic climate plus work and life balance
These create a balanced life and work balance for residents thanks to high salary and numerous career prospects. There has been constant economic growth and low unemployment rate (2.4% at the end of October 2018 according to SECO) Switzerland is a competitive destination for expatriates.

 

The quality of life
Switzerland offers an attractive environment for all foreign companies. It has one of the highest reported quality of life in the world. According to the World Happiness Report 2018 it features in the Top 5 happiest nations.
The cosmopolitan country offers a lot of cultural traditional and cultural events. It boasts magnificent mountain and lake views.
There is a sense of strong security both in cities and remote locations.

 

Taxation
Switzerland is one of the countries offering very attractive taxation. Each canton and each municipality determine its own tax rate.
Companies are taxed at the place of their actual activity. This is the place where the company has its headquarters or at the place of economic activities.

 

Low corporate taxation
Compared to the rest of Europe, corporate taxes in Switzerland are quite low. Federal tax is levied at a single rate, cantonal rates vary depending on the jurisdiction. At the time of writing the current tax rates are:

  1. Direct federal income taxes: 8.5%
  2. Cantonal income taxes: 5.9% – 16%
  3. Cantonal capital taxes: 0.05% – 0.3%
  4. Total tax charge: 14.5% – 25%
  5. Taxes on after-tax profits (effective taxes)

Taxes are calculated on the net profit of taxes resulting in an effective rate of 7.83%. To this are added cantonal and municipal taxes. The normal rate for direct federal tax is 8.5%.

MAIN TYPES OF COMPANIES IN SWITZERLAND

 

SARL
Name
Limited Liability Company

Associates
1 natural or legal person (partner)

Share Capital
20,000 CHF minimum

Activity
Commercial

Swiss nationality and domicile in Switzerland
At least one manager or director must be domiciled in Switzerland.


SA
Name
Limited company

Associates
1 natural or legal person (shareholder)

Share Capital
100,000 CHF minimum

Activity
Commercial or civil enterprise with commercial intent

Swiss nationality and domicile in Switzerland
At least one member of the board of directors or a director must be domiciled in Switzerland.


SNC
Name
Partnership

Associates
2 natural persons (partners)

Share Capital
No minimum capital

Activity
Commercial / craft

Swiss nationality and domicile in Switzerland
Not compulsory, but work authorization and residence permit required.

HOW TO START A BUSINESS IN SWITZERLAND

For the creation of a company in Switzerland, you have to follow a plan with different stages.

Before creation, the following must be completed

Step by Step

CHOOSE OF LEGAL ENTITY TYPE

Depending on the objectives and needs of the business, different legal business entity types may be suitable. Foreign investors favor the limited liability company.

CHOICE OF HEAD OFFICE

One must have a domiciled address to create a business plan. If the headquarter site is not finalized it is possible to register the company with the address of a lawyer or notary.

THE BUSINESS PLAN

A business plan is essential to starting a business. The central business idea must be stated alongside the business strategy, the market analysis / situation, roll-out plan and the financing needs.

Steps to follow during the creation

 

Drafting of statutes: both Limited company (SA) and Limited Liability Company (SàRL), the articles of association must state objects and registered offices of the founder members, the share capital and the contributions.

 

Activity authorization: it is necessary to obtain an authorization for a given company activity; in this case, different provisions must be respected at the municipal, cantonal or federal level.

 

Company denomination: it is recommended to do a search of company names in use with Federal Office of the Commercial Register before any business creation or change of name. A Limited Liability Company (SàRL) and Limited Company (SA) must be registered under their name that matches their activity type. Sole proprietorships must contain the name of their founder.

 

Opening a bank account: company share capital must be paid into a Swiss bank account. The bank issues a receipt with proof of capital. This is a necessary document for business incorporation. Cost: from 150 CHF to 400 CHF.

 

Trade registration: for registration in the commercial register, it is necessary to provide a written document with a certified signature. These conditions are governed by the Code of Obligations and more specifically in the ordinance on the commercial register. The certifications (or certified signatures) are necessary for registration in the commercial register. They serve to unequivocally prove the identity of the signatories. They can be carried out by a notary, the offices of the commercial register and, sometimes, by municipal and municipal administrations.
Audit methods are compulsory for certain legal forms such as Limited Liability Company (SàRL) and Limited Company (SA).

 

Signature of legal deed at the notary: at the notary, you have to sign the legal deed of incorporation. The act of incorporation determines the company statutes. The notary holds the legal procedures and obligations.

 

Other steps and obligations

 

VAT: whether it is paid or not it is subject and the share of value added tax of a business depends on various factors. A company is subject to pay VAT if its Swiss annual turnover is 100,000 Swiss francs.

 

Accounting obligation: companies registered as Limited Liability Company (SàRL) or an Limited Company (SA)determines that the company must keep accounts.

If a limited liability company or a limited liability company exceeds certain thresholds in two consecutive years in terms of balance sheets, turnover or full-time employment, the law obliges to carry out an ordinary inspection. In all other cases, a limited audit is used, unless the company employs less than 10 people full-time and if all the shareholders agree to refuse the audit.

 

There is compulsory AVS / AI / APG insurance for the hiring of staff:

  1. Old Age and Survivors Insurance (AVS) covers the essential needs of the elderly and survivors
  2. Disability insurance (AI) is provided for the financial consequences of disability
  3. The loss of earnings allowance (APG) partially compensates for loss of earnings resulting from civil, military or civil defense service. These insurances are financed by employee and employer contributions as well as by the State
  4. Compensation funds: they collect AVS / AI contributions from employers and insured persons and pay the allowances
  5. Occupational pension (PP): with AVS / AI, occupational pension aims to maintain the usual standard of living after retirement. Occupational benefit plans are administered by pension funds and financed by contributions from employers and employees. The employer must take care of at least 50% of these
  6. Accident insurance (AA): accident insurance is compulsory in Switzerland; it is covered by SUVA services. Supplementary health insurance (e.g. sickness compensation) and business insurance are in most sectors left up to the choice of entrepreneurs

Timescale for business set up

Once all of the necessary documents have been presented it takes just two to three weeks register. There is a paid for ‘express’ from the Company Register. This completes registration in around five days.

SUBSTANCE REQUIRED FOR THE CREATION OF YOUR BUSINESS IN SWITZERLAND

  1. The company as a legal person, must be able to be represented by at least one-person resident in Switzerland
  2. Obliged to keep accounts
  3. Private or authentic deed
  4. The general meeting must be held at least once a year