For many German entrepreneurs, Switzerland is an attractive location for founding a limited liability company (LLC) or joint-stock company (JSC). The stable economy, tax advantages and the business-friendly environment offer optimal conditions for gaining a foothold in Switzerland. Here you will find everything you need to know as a German about founding a company in Switzerland.
The essentials in brief:
- Switzerland: An attractive founding location thanks to political stability, economic freedom and advantageous tax rates.
- Legal forms: LLC and JSC are among the most sought-after forms of company – depending on company size and strategic orientation.
- Foundingsteps: Creation of necessary documents, notarial certification, payment of capital and entry in the commercial register.
Why set up a LLC or JSC in Switzerland?
Whether Zug or Zurich: Switzerland is not only known for its impressive landscapes, but also as a preferred location for companies. Political stability, a strong economy with a solid currency and a reliable banking system create ideal conditions for entrepreneurs. In addition, attractive tax regulations ensure that Switzerland is particularly interesting for founding companies.
A comparison with Germany shows clear differences:
- The VAT rate in Germany is 19% and a minimum capital of 25,000 EUR is required for founding a LLC. The corporate tax is also 15%, supplemented by other levies such as the solidarity surcharge and the withholding tax.
- In Germany, VAT liability also applies from an annual turnover of 22,000 EUR.
Important: Tax advantages in Switzerland only come into effect if your company is actually actively operating there. Pure letterbox companies do not benefit from this, as in this case German tax rates continue to apply.
Which legal form is the best choice?
In Switzerland, you have several legal forms to choose from, but limited liability company (LLC) and joint-stock company (JSC) are the favorites. Which is the better choice for you depends on the size and orientation of your company.
- LLC: Ideal for small to medium-sized companies. Liability is limited to the capital one has contributed – shareholders are only liable for their contributions. The minimum capital is 20,000CHF, which makes the LLC particularly attractive for start-ups and family businesses. In addition, there is lean management and the possibility of flexibly determining the distribution of profits in the articles of association.
- JSC: The first choice for larger companies or companies with growth plans that may even want to go public. The required capital is 100,000CHF, of which at least 50,000CHF must be paid up at the time of incorporation. The JSC offers a clear separation of ownership and management. Shares can be easily issued and sold to investors – making it easier to raise capital. The legal form JSC also lends prestige and increases trust with business partners.
What preconditions need to be met?
For the establishment of a LLC or JSC in Switzerland, clear rules must be observed – it does not matter whether you are founding in Zurich or Zug. The articles of association must be drawn up and notarized. In addition, the following conditions apply: Common requirements Managing Director or Board of Directors residing in Switzerland: An limited liability company (LLC) must have at least one Managing Director, and the joint-stock company (JSC) one member of its Board of Directors, residing in Switzerland. If this is not possible, a trustee can be commissioned with the mandate. Legal domicile (business address) in Switzerland: Every LLC and JSC needs an official business address in the country. Commercial register entry: Only upon its entry being created in the commercial register does the company acquire legal capacity. Specific requirements Minimum capital contribution: A minimum capital of 20,000CHF is required for a LLC. For an JSC , the required capital is 100,000CHF, of which at least 50% must be paid up at the time of incorporation.
How do I set up a company in Switzerland?
- Step 1: Creation of the necessary documents Prepare the required documentation. This includes the articles of association (for a LLC) or the articles of association (for an JSC). These documents contain the names of the founders, the amount of the share capital, the business address and the purpose of the company.
- Step 2: Public certification A notary examines the documents and confirms their legal validity by means of a public notarization. This step ensures that all legal requirements are met.
- Step 3: Payment of capital The required capital must be paid into a bank account. A LLC requires 20,000CHF. For an JSC, the minimum capital is 100,000CHF, of which at least 50,000CHF must be paid up at the time of incorporation.
- Step 4: Opening a bank account After notarization, you can open a business account. To do this, you need the notarized incorporation documents and proof of the capital contribution.
- Step 5: Entry in the commercial register With the certified documents and the proof of capital, you apply for the registration of your company in the commercial register. Only with this entry does your company become legally binding and may take official action.
- Step 6: Start of business After successful registration, you can get started: conclude contracts, hire employees and start all business activities that are necessary for the operation.
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Companies in Switzerland with a place of work in Germany: is this possible?
Yes, you can set up a company in Switzerland and work in Germany at the same time. But there are rules: at least one managing director or board of directors must live in Switzerland, and your company needs an official Swiss address.
Caution: It can become complicated for tax purposes if your company in Switzerland only exists on paper. If the business is mainly in Germany, German tax law can apply. A foundation in Switzerland is therefore only worthwhile if you really work there and are not merely operating a "letterbox company".
Conclusion
Founding a firm in Switzerland offers many advantages – but only with thorough planning. Legal and tax details need to be taken into account. With the right strategy, Switzerland will become the ideal location for your company.
