Setting Up A Company In Switzerland: Administrative Steps Explained

Published on September 29, 2025 and written by Cyril Jarnias

Switzerland, renowned for its economic stability and business-friendly environment, attracts numerous entrepreneurs eager to establish their companies there. Whether you’re a local or foreign entrepreneur, starting a business in Switzerland requires a thorough understanding of administrative procedures and legal requirements. In this article, we’ll explore in detail the crucial steps for creating your company in Switzerland, focusing on the main administrative procedures and required documents according to the chosen legal structure.

Choosing the Legal Structure: The Key to a Good Start

Before diving into administrative procedures, it’s essential to choose the legal form most suitable for your business project. In Switzerland, the most common structures are the Limited Liability Company (LLC) and the Corporation (AG). Each has its advantages and specific characteristics.

The Limited Liability Company (LLC) is particularly popular among small and medium-sized enterprises. It offers appreciable flexibility and requires a minimum share capital of 20,000 CHF. The LLC is ideal for entrepreneurs who wish to maintain close control over their business while benefiting from limited liability.

The Corporation (AG), on the other hand, is often preferred by large companies or those planning rapid growth. It requires a higher minimum share capital of 100,000 CHF but offers greater flexibility in terms of fundraising and share transfers. The AG is particularly suitable for companies with international ambitions or planning to go public.

The choice between these two structures will depend on your long-term goals, your initial budget, and the management complexity you’re willing to assume. It’s crucial to carefully weigh the advantages and disadvantages of each option before making your decision.

The Essential Steps for Business Creation in Switzerland

Once the legal structure is chosen, several crucial steps await you to materialize your business project in Switzerland. Here’s a detailed overview of the essential administrative procedures:

1. Company Name Reservation

The first step involves choosing and reserving the name of your future company. This name must be unique and not cause confusion with existing businesses. It’s recommended to check name availability with the cantonal commercial register or through the Confederation’s central business name registry.

For an LLC, the name must contain the designation “LLC” or “GmbH” (in German). For an AG, the designations “AG” or “SA” are required. This step is crucial as it will define your company’s identity in the Swiss and international market.

2. Drafting Company Statutes

The statutes are the founding document of your company. They must be drafted carefully and precisely, as they define the internal operating rules of the business. For an LLC or AG, the statutes must include:

• The company name and registered office
• The purpose of the business
• The amount of share capital and its distribution
• The rights and obligations of partners or shareholders
• The company organs and their responsibilities

It’s strongly recommended to engage a notary or specialized lawyer for drafting the statutes to ensure their compliance with Swiss law.

3. Bank Account Opening and Capital Deposit

Once the statutes are drafted, you must open a bank account in the name of your future company with a Swiss bank. The minimum share capital (20,000 CHF for an LLC, 100,000 CHF for an AG) must be deposited into this account. The bank will provide you with a deposit certificate, an essential document for subsequent procedures.

For foreign entrepreneurs, this step can prove more complex due to strict Swiss banking regulations. It’s advisable to inquire with several banks and prepare a solid file including a detailed business plan and proof of fund origin.

Commercial Register Registration: The Key Creation Step

Registration with the commercial register is the step that officially gives birth to your company in Switzerland. This procedure is mandatory for LLCs and AGs, and it grants your business its legal personality.

Registration File Preparation

To proceed with registration, you must prepare a complete file including:

• The company statutes, authenticated by a notary
• The share capital deposit certificate provided by the bank
• The list of partners or shareholders with their complete contact details
• The designation of persons authorized to represent the company (directors, managers)
• A declaration of acceptance by the audit body (if required)

For foreign directors or managers, additional documents may be required, such as a certified copy of the passport and a criminal record extract from the country of origin.

Application Submission

The registration application must be submitted to the commercial register of the canton where your company will have its registered office. This procedure can be done online in some cantons but generally requires a notary’s intervention to authenticate signatures and certain documents.

The processing time varies by canton, but generally takes between 2 to 4 weeks for registration to become effective. Once registration is validated, your company will be published in the Swiss Official Gazette of Commerce, marking its official birth.

Post-Creation Formalities: Ensuring Your Business Compliance

Once your company is registered with the commercial register, several administrative procedures remain to be completed to ensure its compliance and proper functioning:

VAT Registration

If your annual turnover exceeds 100,000 CHF, you must register with the Federal Tax Administration for VAT. This procedure can be done online and must be completed within 30 days of starting your activity.

Social Insurance Affiliations

As an employer, you must affiliate with the various mandatory social insurances in Switzerland:

• OASI (Old Age and Survivors’ Insurance)
• DI (Disability Insurance)
• IPG (Income Compensation Allowances)
• UI (Unemployment Insurance)
• AA (Accident Insurance)

These affiliations are generally made with the compensation fund of your canton.

Obtaining Specific Authorizations

Depending on your business sector, you might need specific authorizations or licenses. For example, companies active in the restaurant, healthcare, or finance sectors are subject to particular regulations. It’s crucial to inquire with the competent cantonal authorities to obtain the necessary permits.

For foreign entrepreneurs, it’s important to note that certain activities may be subject to restrictions or require additional authorizations. Thorough verification of legal requirements specific to your situation is strongly recommended.

Essential Documents According to Legal Structure

The documents required to create and manage your company in Switzerland vary according to the chosen legal structure. Here’s an overview of essential documents for the two most common forms:

For a Limited Liability Company (LLC)

• Company statutes authenticated by a notary
• Minutes of the constitutive assembly
• List of partners with their respective shares
• Signature specimens of managers
• Share capital deposit certificate
• Declaration of acceptance by the audit body (if applicable)

For a Corporation (AG)

• Company statutes authenticated by a notary
• Minutes of the constitutive assembly
• List of subscribers of shares
• Signature specimens of directors
• Share capital deposit certificate
• Declaration of acceptance by the audit body
• Foundation report (if contributions in kind or asset takeovers)

For both structures, it’s crucial to maintain an up-to-date register of partners or shareholders, as well as a minute book of general assemblies and important decisions.

Specific Challenges for Foreign Entrepreneurs

Creating a company in Switzerland as a foreign entrepreneur presents additional challenges that are important to consider:

Obtaining Residence and Work Permits

For non-European nationals, obtaining residence and work permits can prove complex. Swiss authorities carefully examine applications, considering the project’s economic interest for Switzerland. A solid business plan and proof of local job creation are often key elements for obtaining these authorizations.

Company Domiciliation

The company must have a physical address in Switzerland. For foreign entrepreneurs not residing in Switzerland, it may be necessary to use business domiciliation services, which provide a local address and manage mail reception.

Bank Account Management

Swiss banks apply strict due diligence procedures, particularly for foreign clients. Preparing a complete file, including proof of fund origin and a detailed business plan, is essential to facilitate opening a bank account.

Foreign entrepreneurs are strongly recommended to surround themselves with local professionals (lawyers, fiduciaries, accountants) familiar with Swiss law specifics and local administrative procedures. Their expertise can prove invaluable for effectively navigating the business creation process and avoiding potential pitfalls.

Conclusion: A Demanding But Promising Process

Creating a company in Switzerland is a process that requires rigor and good preparation, but opens the door to numerous opportunities. The country’s political and economic stability, attractive tax system, and strategic position in the heart of Europe make it a prime destination for entrepreneurs worldwide.

Although administrative procedures may seem complex at first, they are designed to ensure the solidity and credibility of companies established in Switzerland. By meticulously following the steps described in this article and surrounding yourself with good advice, you’ll lay the solid foundations necessary for your company’s success on Swiss soil.

Remember that each canton may have its specificities in terms of procedures and regulations. It’s therefore crucial to inquire with local authorities and adapt to the particular requirements of the region where you wish to establish your company.