Swiss Limited Liability Company (Sarl/GmbH) Company Formation

Switzerland is an attractive jurisdiction in which to incorporate due to the tax benefits, high level of confidentiality and stable economic and political environment.

Switzerland is sub-divided into 26 cantons and the specific tax and accounting and reporting requirements vary between each canton. Formacompany can incorporate a Swiss limited liability company in the canton of Appenzell Ausserrhoden.

Company Name

There are no restrictions on Swiss company names but they must be unique and not resemble any other registered company name and any reference to a commercial activity must reflect the actual business of the company.

Registered Office

All companies registered in Switzerland must have a registered address in the canton in which they are registered. This must be a physical address where legal documents and correspondence may be served. We are able to provide a registered office in Switzerland as part of our Standard Incorporation Package.

Directors

Only one director is required, there are no restrictions on nationality but at least one director must be resident in Switzerland; the resident director must have single signatory power to bind the company. A director register must be filed but this is not available for public inspection. Any Swiss resident will need to disclose their interest in the company for tax purposes.

Shareholders

A minimum of two shareholders is required to incorporate a company in Switzerland and there are no restrictions on the nationality or residency of the shareholders. Shareholder registers must be kept but these are not available for public inspection.

Share Capital

The minimum share capital is CHF 20,000 (approximately EUR 16,400) and whilst this must be fully paid up into a Swiss deposit account during incorporation, it may be withdrawn once incorporated. The minimum value per share is CHF 100 (approximately EUR 100). To register a company the registry requires a Certificate of Deposit from the bank.

Filing Requirements

Companies registered in Switzerland are required to keep accounting records but there is no need to file annual financial statements or appoint statutory auditors. Annual returns must still be filed.

Timescale

Once all the necessary information has been received the incorporation process is completed in two weeks.

Switzerland Company Formation fees

Switzerland GmbH/Sàrl Company Formation – 2 weeks

  • Reserving your Company Name with the Federal Commercial Registry Office
  • Application with the Commercial Register in the canton of Appenzell Ausserrhoden
  • Structuring the company as per your requirements
  • Prepare your Company Registration Forms
  • Drafting your Articles of Association / Statutes
  • Minutes appointing first Directors
  • Initial Government licence fee (£800)
  • Preparation of Stampa declaration
  • Preparation of Lex Friedrich declaration
  • Payment of Stamp duty
  • Register with the Tax and Social security authorities
  • Organizing the foundation meeting with the notary
  • Payment of notary fees (£720)
  • Delivery of notarised Certificate of Incorporation
  • Delivery of notarised Articles of Association
  • Issue of shares and production of Share Certificates
  • All documents and certificates supplied in a professional folder
  • Delivery of documents by FedEx / DHL courier
£5000
Additional Services
Company Administration & Registered Office (required)£2400
Swiss Resident Director£3000
Bank Account Assistance£600
Company Secretary (if required)£1050
Annual Renewal Fees
Company Administration

  • Provision of the Registered Office in the Swiss canton of Appenzell Ausserrhoden
  • Compliance with local domicile requirements
  • Payment of Government Fees
  • Maintaining statutory records
  • Statutory Due-Diligence
  • 12 months basic consultation
  • Ensuring that your company is kept in good standing through payment of the annual government fee and filing of annual documents
£2400
Swiss Resident Director£3000
Maintenance of Director Register£175

 

Your company will be incorporated using your chosen name and we will ensure that the procedure is as simple as possible.

The whole incorporation process can be completed online and we will administer the preparation and filing of all registration forms on your behalf.

Proof of Identity

As part of our due diligence we require proof of identity in the form of a passport copy for all directors and shareholders of the company.

Travel

Visiting Switzerland to complete the incorporation is optional; the incorporation deeds must be signed in the presence of a notary in Switzerland but, if granted Power of Attorney, we can sign these documents on your behalf.

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