Incorporating a Company in Switzerland Remotely: Myth or Real Possibility?

Published on and written by Cyril Jarnias

Setting up a Swiss company without ever taking a flight to Zurich or Geneva still feels, for many, like an administrative headache. Between notaries, handwritten signatures, capital to deposit, and anti-money laundering obligations, the question comes up again and again: Is it really possible to incorporate a company in Switzerland remotely?

Good to know:

Yes, it is possible to incorporate a company online in Switzerland under certain conditions. The legal framework has evolved with electronic incorporation, qualified electronic signatures (QES), and portals like EasyGov. However, constraints remain, notably the need for a notary, the residence of a Swiss representative, and anti-money laundering rules.

This article provides a comprehensive overview, in simple but precise French, of what incorporating a company in Switzerland remotely entails today, the concrete possibilities, the real obstacles, and how foreign founders can organize themselves.

Contents hide

What Swiss law actually allows for remote incorporation

From a strictly legal standpoint, Switzerland does not require founders or shareholders to physically come to the country to set up a company. The texts are clear: no provision requires physical presence in the territory to sign the articles of association or hold shares. The entire structure can therefore be held from abroad.

Where the law is demanding is not on shareholding, but on representation and the form of documents.

No residency requirement for owners

For a foreigner wishing to start a business in Switzerland, the rules are surprisingly open:

– 100% of the capital can be held by non-residents.

– There are no quotas for foreigners on the capital of a GmbH (Sàrl) or an AG (SA).

– A founder can live entirely abroad and create a Swiss company, provided they meet the requirements for local representation and banking compliance.

In summary, Switzerland clearly separates ownership from representation. It is this second aspect that will determine the feasibility of a remote incorporation.

The central requirement: a resident representative in Switzerland

For all capital companies—mainly AG (SA) and GmbH (Sàrl)—the Code of Obligations requires that at least one person authorized to represent the company be domiciled in Switzerland.

Attention:

Legal obligation for SA (Art. 718, para. 4 CO) and GmbH (Art. 814, para. 3 CO) to have at least one director or manager with signing authority, a natural person of legal age and full civil capacity, effectively domiciled in Switzerland (center of vital interests and registration with the residents’ registration office), not just a postal address.

The commercial register systematically checks this point when the registration application is submitted. Without a resident representative, the file is rejected. Swiss banks, for their part, also refuse to open a business account if this condition is not met.

For a foreign founder, this means two possible paths: moving to Switzerland themselves (with a B or C permit) or using a “fiduciary” resident director (often called a nominee director).

100% remote incorporation: possible, but regulated

Theoretically, Swiss company law does not require the physical presence of founders. Moreover:

Good to know:

In Switzerland, the qualified electronic signature (QES) has the same value as a handwritten signature for documents in simple written form. Documents can also be signed by an authorized representative with a power of attorney. Furthermore, in some cantons, e-notarization allows notarial sessions via videoconference with remote identity verification.

Therefore, in practice, it is possible to set up a GmbH or an AG without ever setting foot in Switzerland, provided that:

– you mandate a professional on the ground (lawyer, fiduciary, domiciliation provider) with an apostilled or legalized power of attorney;

– you appoint a Swiss representative (director or manager) who meets the domicile criteria;

– you go through a Swiss bank or financial institution to open the capital deposit account (Kapitaleinzahlungskonto) for incorporation;

– and you comply with the KYC/AML checklist (identity, source of funds, beneficial owners).

Company forms and what changes when operating remotely

Not all legal forms in Switzerland are treated equally. Some lend themselves well to a dematerialized approach, while others remain dependent on the notary and a more cumbersome procedure.

Sole proprietorship: the simplest, often 100% online

A sole proprietorship requires:

– no minimum legal capital;

– no notary for its purely “de facto” creation;

– registration in the commercial register only if annual turnover exceeds 100,000 CHF.

In several cantons, the procedure is entirely online via electronic forms and portals like EasyGov. For many foreign freelancers, especially those invoicing Swiss clients, the creation and registration can thus be done remotely, subject to bank acceptance for the account.

Good to know:

This status does not allow separation of private and professional assets, and it is poorly suited for structuring an investment vehicle or an activity involving multiple partners.

GmbH (Sàrl): the preferred form for foreign founders

The GmbH (Sàrl) is the most common form for small and medium-sized enterprises, including when created remotely by non-residents. It requires:

– a minimum share capital of 20,000 CHF, fully paid in;

– at least one shareholder (individual or legal entity);

– drafting of articles of association and a deed of incorporation in notarized form (before a notary);

– opening a blocked capital deposit account at a Swiss bank;

– registration in the commercial register.

All these steps can be completed without the founder’s presence, through:

Tip:

To incorporate a company in Switzerland remotely, you will need: 1) a power of attorney duly notarized and apostilled (or legalized via a Swiss representation if the country is not a signatory to the Hague Convention); 2) the involvement of a Swiss representative who signs the deed of incorporation before the notary, on their behalf and on behalf of the shareholders; 3) remote KYC procedures for the bank (video identification, electronic and postal transmission of documents, proof of source of funds).

AG (SA): more capital, but the same logic

The public limited company (AG/SA) follows the same pattern, with higher thresholds:

– minimum capital: 100,000 CHF;

– at least 50,000 CHF must be paid in before registration in the register;

– deed of incorporation must be established in notarized form before a notary;

– again, a requirement to have at least one person resident in Switzerland authorized to represent the company.

In terms of remote feasibility, AG and GmbH are similar. The difference lies more in budget, governance, and the image one wishes to convey (some sectors or investors prefer AG).

Quick comparison of forms for remote incorporation

Legal formNotary requiredMinimum capitalResident representative mandatoryOnline registration possible
Sole proprietorshipNo0 CHFNo (but useful for the bank)Yes in several cantons
GmbH / SàrlYes20,000 CHF (100% paid in)Yes (Art. 814 para. 3 CO)Partially (e-notarization + EasyGov)
AG / SAYes100,000 CHF (≥ 50,000 paid in)Yes (Art. 718 para. 4 CO)Partially (e-notarization + EasyGov)

The pivotal role of the notary… including in the digital age

For GmbH and AG, the Swiss notary remains the key piece of the puzzle, even in a remote incorporation scenario.

Their role is not limited to a simple signature. They:

– verify the identity of the founders or their representative;

– check the conformity of the articles of association with the Code of Obligations;

– record in a public deed the amount of capital, the form of contributions (cash or in-kind), the appointment of bodies, and the presence of a resident representative;

– certify signatures and prepare documents for the commercial register.

Legal publication and acquisition of legal personality

All the following documents must be submitted to the cantonal commercial register:

– the notarized deed of incorporation;

– the articles of association;

– specimen signatures of persons authorized to represent the company;

– the bank confirmation of capital deposit;

– various ancillary declarations (Stampa declaration, Lex Koller / Lex Friedrich confirmation).

Once the file is accepted, the company is registered and published in the Swiss Official Gazette of Commerce (SOGC / SHAB / FOSC). It is only from this publication that the company acquires legal personality.

Handwritten signature, signature deposit, and electronic alternatives

Traditionally, each authorized signatory had to appear in person to deposit a handwritten signature specimen with the commercial register. The law remains strict: no company can be registered without a valid signature deposit.

Possible deposit methods are:

– in person at the commercial register, signing before the registrar;

– by notarized paper document, signed before a notary (including abroad, with apostille or legalization if necessary);

– electronically, with a recognized qualified electronic signature (QES), under certain conditions.

On this point, the most important evolution is the now-recognized equivalence between:

– the handwritten signature and

– the qualified electronic signature (QES), accompanied by a qualified timestamp,

provided they meet the criteria of the ZertES law and Art. 14, para. 2bis CO. In short, for all documents subject to simple written form, a QES is considered an “electronic autograph.”

Remote notarization: how far can we go?

Several cantons have already taken the step of remote certification:

Example:

The canton of Schwyz provides for remote certification, either in traditional form (signature already known and recognized) or technical (video identification + QES). The canton of Zug also regulates certain forms of digital certification. Finally, the canton of St. Gallen authorizes digital certification of document copies, with legal force equivalent to the original.

In parallel, specialized platforms (like some solutions integrating Swisscom Trust Services or QuoVadis) allow videoconference sessions where:

– the notary verifies identity via video identification;

– the parties sign documents with a QES issued by an accredited trust service provider;

– the notary affixes an electronic notarial seal and stores the session recording in a secure system.

Increasingly, commercial registers accept these documents in electronically signed PDF/A format, transmitted via secure channels (PrivaSphere, cantonal portals, EasyGov).

However, caution: certain “heavy” acts remain excluded from remote certification, notably:

– marriage contracts;

– inheritance contracts;

– real estate sales deeds;

– articles of association for certain companies and operations such as mergers or conversions, where cantonal legislation has not yet fully adopted e-notarization.

For setting up a GmbH or AG, it is therefore essential to check with the chosen notary and the cantonal commercial register which electronic procedures are actually accepted.

Electronic signatures, trust service providers, and official portals

To give real legal effect to a remote incorporation, one must delve into the details of the levels of electronic signature recognized by Switzerland.

Three levels of signature: simple, advanced, qualified

Regulations distinguish between:

– the simple electronic signature: basic, with no particular probative value;

– the advanced electronic signature (AES): sufficient for many internal decisions (board resolutions, minutes not subject to legal written form);

– the qualified electronic signature (QES): the only form recognized as equivalent to a handwritten signature when written form is required by law.

In practice:

Good to know:

For incorporation documents (AG, GmbH), applications to the commercial register, and declarations subject to written form, a qualified electronic signature (QES) is mandatory. For internal decisions not subject to written form, an advanced signature may suffice, but QES is recommended if production in court or before an authority is needed.

Recognized providers in Switzerland

Only QES issued by qualified trust service providers are fully recognized. Among them:

– Swisscom (Switzerland) Ltd;

– QuoVadis Trustlink Schweiz AG;

– SwissSign AG;

– Federal Office of Information Technology, Systems and Telecommunication (FOITT).

Foreign founders may sometimes use a qualified signature compliant with eIDAS (EU regulation), but this must be verified on a case-by-case basis with the notary and the cantonal register to see if it is accepted.

EasyGov and electronic transmission to the commercial register

The federal portal EasyGov.swiss now allows, for a growing number of cantons:

Benefits of the online portal

Simplify your administrative procedures through a single digital gateway

Registration applications

Prepare and submit applications for commercial register registration online.

Consolidation of procedures

Consolidate procedures with the AHV, VAT, and other authorities on a single interface.

File tracking

Easily track the progress of your file in real time.

For a remote incorporation, EasyGov serves as an interface between the founder (or their representative) and Swiss authorities, subject to meeting technical requirements:

– exclusively electronic documents (no mixed paper/digital);

– PDF/A format;

– QES compliant with ZertES with qualified timestamp;

– submission via a secure mail platform, such as PrivaSphere, or a cantonal encrypted portal.

Power of attorney, apostille, and legalization: the crux for foreign founders

Creating a company remotely often relies on a central legal tool: the power of attorney (PoA) given to a representative in Switzerland.

Conditions for validity of the power of attorney for company formation

For the Swiss representative to be able to:

– sign the articles of association and the deed of incorporation before the notary;

– open a capital deposit account with a Swiss bank;

– submit the application for registration in the commercial register,

the power of attorney must:

– be in writing (written form);

– be notarized (signature of the principal certified by a notary in the country of origin);

– be accompanied, depending on the case:

– by an apostille if the country is a member of the Hague Convention;

– or by consular legalization via a Swiss representation if the country is not a member.

Good to know:

Swiss authorities recognize a power of attorney without diplomatic steps if the rules of the Hague Convention are followed.

Role of the apostille and legalization

The apostille serves to authenticate the origin of a public document (notarized deed, court decision, etc.). Switzerland has been a party to the Convention since 1973, and over 125 countries are members. For a founder from one of these states:

– the legalization chain is reduced to a single formality: the apostille;

– Swiss embassies and consulates no longer need to intervene.

For others, the procedure is more cumbersome:

– first, certification by the competent local authority;

– then, legalization by a Swiss embassy or consulate.

Once these steps are completed, the documents can be used before a notary or a commercial register in Switzerland.

Opening the capital deposit account: the real test for remote incorporation

Even though company law is relatively flexible, the banking world is much less so. The requirements of the Swiss Anti-Money Laundering Act (AMLA) push banks to a high level of vigilance, especially for foreign founders.

The capital deposit account (Kapitaleinzahlungskonto)

Before the notarial signing, the future capital of the GmbH or AG must be paid into a blocked deposit account:

– 20,000 CHF for a GmbH (100% paid in);

– at least 50,000 CHF for an AG (out of a total of at least 100,000 CHF).

The bank then issues a deposit confirmation (Kapitaleinzahlungsbestätigung), essential for the notary and the commercial register.

For a non-resident founder, this is often the most time-consuming step:

2 to 6 weeks

The time to open an account for a non-resident ranges from 2 to 6 weeks, compared to 1 to 2 weeks for a resident.

Standard KYC documentation required by banks

Swiss banks require a fairly standardized but rigorous set of documents:

Tip:

To set up a future company, provide a draft of the articles of association, a brief business plan, and a shareholding structure chart (UBO chart) tracing back to individuals holding more than 25%. Shareholders and beneficial owners must provide a certified copy of their passport or national ID card, recent proof of address (utility bill or bank statement), the beneficial owner declaration form (Form A or K according to CDB 20), as well as evidence of source of funds and wealth (pay slips, bank statements, sales contract, inheritance, etc.). Directors must provide a CV, their contact details, and sometimes undergo a video interview to confirm their identity and understanding of the structure.

The most sensitive point is not so much nationality or non-residence as transparency AND traceability of funds. A solid source of funds file is often decisive in obtaining approval.

Link to remote incorporation

For a 100% remote setup, it will often be smoother to:

– mandate a local service provider (fiduciary, lawyer, incorporation platform) already known to certain banks;

– use a capital deposit account opened at their initiative, in the name of the company being formed, then transfer management once the company is registered;

– anticipate KYC timelines well in advance (allow several weeks before the notarial deed date).

Costs, platforms, and timelines: what to expect from abroad?

The rise of specialized platforms for incorporating companies in Switzerland has profoundly changed the game, including for foreign founders.

Realistic costs of setting up a GmbH or AG

Combining:

– notary fees;

– commercial register fees (vary by canton);

– capital deposit account opening fees;

– potential fees for a resident director and a domiciliation address,

one obtains, for a standard GmbH, an external budget (excluding share capital) of around 2,000 to 4,000 CHF. Added to this:

3,000 to 10,000

The annual cost for a professional resident director ranges from 3,000 to 10,000 CHF, or more for sensitive mandates.

Incorporation platforms: why they are interesting for “remote” setups

Several players (Startups.ch, Fasoon, IFJ, Newco, etc.) have industrialized the incorporation process:

– online questionnaires to gather information;

– automatic generation of standard documents (articles of association, minutes, declarations);

– coordination with a partner notary and a partner bank;

– often, the possibility of 100% remote management as soon as documents (IDs, powers of attorney, KYC) are provided correctly.

Savings come from: the financial choices we make daily and the savings efforts implemented over the long term.

– volume effects (partner notaries and banks charge less for recurring flows);

– standardization of templates (less custom work).

Good to know:

These platforms do not eliminate legal obligations (Swiss representative, capital, AML), but they significantly ease the process, especially from abroad.

Typical timelines for a remote incorporation

Starting from a clean and complete file:

– obtaining a QES: 2 to 5 business days;

– opening the capital deposit account: 2 to 6 weeks for a non-resident (depending on the bank);

– notarial signing and incorporation: as soon as the bank has issued the deposit confirmation and the powers of attorney are in place;

– commercial register registration: 5 to 15 business days depending on the canton (Zug being among the fastest, often 3 to 7 days for a complete registration).

Overall, a well-prepared foreign founder can expect a window of 3 to 8 weeks between launching the process and obtaining the company’s IDE number (UID), without traveling.

Beyond incorporation: ongoing obligations that continue to apply

Creating a company remotely is just the beginning. Once registered, the “standard” obligations of Swiss law apply, whether you are a resident or not.

Swiss representative: an ongoing requirement

The presence of a representative residing in Switzerland is not just a condition for incorporation; it is a permanent requirement:

– if the representative leaves, a replacement must be appointed quickly;

– authorities (register, tax, social security) monitor this point, including through cross-references with social security data (AHV).

For purely “remote” structures, this often involves a fiduciary management contract with:

– clauses defining the scope of intervention (joint or individual signature, supervision, reporting);

– compensation commensurate with the risks and responsibilities assumed.

Accounting, VAT, social insurance

Once created, the company must: comply with legal and regulatory obligations, keep its accounting records, file its taxes, hold general meetings, and respect decisions made within the company.

Attention:

Keep accounting in accordance with the Code of Obligations, file annual accounts and tax returns each year, register with social insurance as soon as salaries are paid, and register for VAT if global turnover exceeds 100,000 CHF.

These obligations can be handled by a local fiduciary, while leaving strategy and operational management to the foreign founder.

Tax risks: place of effective management and permanent establishment

Creating a Swiss company from abroad does not automatically mean that all profits will remain taxed in Switzerland. Two key concepts to keep in mind:

Attention:

Effective management, where major decisions are regularly made from another country, and permanent establishment, such as a home office used sustainably abroad, can lead to local taxation and significant tax consequences.

Heavy use of cross-border telecommuting, or management entirely driven from another state, must therefore be carefully analyzed with tax specialists.

So, is it really possible to incorporate a company in Switzerland remotely?

Cross-referencing all the rules and practices, the answer is nuanced but clear.

Tip:

Legally, it is possible to create a Swiss company (GmbH or AG) without coming to Switzerland, as the texts impose neither residency nor physical presence on founders. Technically, the combination of QES, e-notarization, and secure portals (EasyGov, PrivaSphere) allows formalities to be completed remotely with a competent notary and service provider. Practically, the main challenge is operational: finding a reliable Swiss resident representative, opening a capital deposit account with a bank that accepts non-residents, and orchestrating the power of attorney-apostille-notary-register chain without error.

In other words, what was still, a few years ago, an obstacle course reserved for a few specialists is gradually becoming a common option, structured by incorporation platforms and the growing adoption of qualified electronic signatures.

Provided the constraints are anticipated (local representative, bank KYC, apostille, form requirements), incorporating a company in Switzerland remotely is no longer an exception, but an increasingly common scenario for international entrepreneurs. The difficulty has not disappeared, it has simply shifted: less in-person paperwork, more digital compliance and cross-border coordination.

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About the author
Cyril Jarnias

Cyril Jarnias is an independent expert in international wealth management with over 20 years of experience. As an expatriate himself, he is dedicated to helping individuals and business leaders build, protect, and pass on their wealth with complete peace of mind.

On his website, cyriljarnias.com, he shares his expertise on international real estate, offshore company formation, and expatriation.

Thanks to his expertise, he offers sound advice to optimize his clients' wealth management. Cyril Jarnias is also recognized for his appearances in many prestigious media outlets such as BFM Business, les Français de l’étranger, Le Figaro, Les Echos, and Mieux vivre votre argent, where he shares his knowledge and know-how in wealth management.

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