TopicFederal framework, cantonal execution

Company Formation in Switzerland

Switzerland's two SME-friendly legal structures, GmbH (Sàrl) and AG (SA), share the same federal framework but differ on capital, governance, and audit. This hub covers entity choice, costs, timelines, and what foreign founders can do alone.

CHF 20K
GmbH minimum capital
CHF 100K
AG minimum capital
5 to 15 days
Avg incorporation timeline
Notary
Required for both GmbH and AG
Verified against official sources in Switzerland. ESTV, SECO, AHV-IV, FDPIC, and cantonal portals.
Status: current
CantonGenevaZurichZugBernBaselVaud
TopicVATCompany FormationAHVEmploymentData ProtectionAnnual Obligations
Business typeFreelancerGmbHAGEmployer
Key Numbers

Company Formation in Switzerland, at a glance

CHF 20K
GmbH minimum capital
Federal floor. Fully paid in cash at formation. Stored at a Swiss bank.
CHF 100K
AG minimum capital
Half (CHF 50K) must be paid at formation; the rest can be called later.
5 to 15 days
Avg incorporation timeline
Zurich is fastest (5 to 7 days). Geneva and Vaud closer to 10 to 15.
Notary
Required for both GmbH and AG
Public deed of formation must be signed before a notary in Switzerland.
Reference

Registration, filing, and key rules

Practical facts for SMEs in Switzerland that need to register, or are already registered.

GmbH (Sarl) essentials
Minimum capitalCHF 20,000
Capital paid at formation100% (CHF 20,000)
Notary requiredYes
Statutory auditOpt-out below thresholds
Min. directors / managers1 (with Swiss residence)
Registration registerZEFIX (federal index)
zefix.ch
LiabilityLimited to share capital
AG (SA) essentials
Minimum capitalCHF 100,000
Capital paid at formation50% (CHF 50,000) minimum
Notary requiredYes
Statutory auditRequired above thresholds
Min. directors1 (with Swiss residence)
Bearer sharesNo longer permitted (2019)
LiabilityLimited to share capital
Watch Out

Mistakes SMEs make most often, Company Formation in Switzerland

Four issues that authorities flag regularly in audits of small and medium businesses. Most are avoidable with early setup.

Swiss-resident representative is mandatory
Both GmbH and AG must have at least one director / manager who is a Swiss resident (or EU/EFTA citizen with Swiss residency). Foreign founders without a Swiss co-founder typically appoint a local nominee director, which adds CHF 200 to CHF 500 per month in ongoing fees.
Capital cannot be touched before incorporation
Once paid into the formation bank account, capital is blocked until ZEFIX confirms registration. Withdrawing capital before incorporation invalidates the formation. Plan cashflow so you have working capital separate from the locked formation balance.
Audit opt-out for small GmbH
A GmbH with under 10 full-time employees and meeting two of three thresholds (CHF 20M assets, CHF 40M revenue, 250 FTE) can opt out of statutory audit. Most SME GmbHs qualify and save CHF 2,500 to CHF 8,000 per year in audit fees.
Notary costs vary by canton
Geneva and Vaud notary fees run CHF 1,800 to CHF 3,500 for a standard GmbH formation. Zug and Zurich are typically CHF 800 to CHF 2,000. Compare before booking, especially if your canton is still flexible.

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Related hubs

By canton or business type

Company Formation in Switzerland rules are federal, but canton + structure shape how they hit your business.

By canton
By business type
Articles

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