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In Switzerland, businesses are governed under federal law, as stated in the “Code of Obligations”.
Requirements, procedures and the tax regime may vary according to certain factors: the legal form of the business and the canton where the company is registered.
SAs (Public Limited Companies), SARLs (Private Limited Companies) and sole traders (EI) are the most widely used structures for carrying out a business.
| SA | SARL | EI | |
| Anonymity |
|
| No anonymity |
| Nominee | Yes, possible to use shareholder and director nominees | Yes, possible to use shareholder and director nominees | Not applicable |
| Minimum capital | CHF 100,000 – CHF 50,000 must be paid up on incorporation | CHF 20,000 to be fully paid up on incorporation | No minimum capital |
| Liability | Liability limited to share capital | Liability limited to contributions | Unlimited liability |
| Number of shareholders/members | 1 shareholder, either a natural or legal person | 1 shareholder, either a natural or legal person | 1 natural person |
| Number of directors | 1 Swiss resident | 1 Swiss resident | 1 |
| Transfer of shares | Simple transfer of shares | Transfer of shares to be signed in presence of a notary | Not applicable |
| Board of directors | Yes | No | No |
| Requirement of a notary | During incorporation | During incorporation | No |
| Non-cash contribution | Yes | Yes | Yes |
| Bookkeeping | Obligation to maintain accounts and submit annual accounts | Obligation to maintain accounts and submit annual accounts | Obligation to maintain accounts. Simplified accounting possible where turnover is under CHF 500,000 |
| Auditor | Optional* | Optional* | No auditor but a fiduciary may used |
| VAT | 8% | 8% | 8% |
| Taxation | Corporation tax and capital gains | Corporation tax and capital gains | Income tax |
* To find out more on the Swiss legal obligations on audits and the submission of accounts, visit the page on Accounts review, audits and financial statements.
As part of finding an excellent tailor-made solution for our customers, Amedia Fiduciary offers two types of products:
- The creation of a new company (SA, SARL, EI, etc.)
- The purchase of an existing company (ready-made company)
Find out more
You can also check out our webpages dedicated to each type of company for further information on the creation of SAs (Public Limited Companies), SARLs (Private Limited Companies) and the acquisition of shelf companies.
