Company formation
in Switzerland

Most foreign founders pick the wrong Swiss form, or miss the resident-director rule, and pay to fix it later. We work out which entity fits (AG, GmbH, holding, branch or sole proprietorship), draft the articles, handle the notary and commercial register, and put the registered office, resident director, bank account and accounting in place. One team, from the first decision to a company that can actually trade.

Marcus AltenburgMarcus Altenburg, Managing Partner Published Updated
What we form

Every Swiss legal form, set up to operate — not just registered.

Pick the structure closest to your plan. If you need to be trading this week, start with shelf companies.

What we form

Nine routes to a Swiss company — newly formed or ready-made.

From a CHF 20,000 GmbH to a holding structure or a same-week shelf AG. Start with the form closest to your plan; we confirm it before drafting anything.

Start here · non-residents01

Swiss company formation

The full incorporation route for foreign founders: choosing the form, the notary and capital deposit, the commercial-register filing, and the resident director and office that make it compliant.

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Owner-run02

GmbH formation

The limited-liability company for owner-run businesses: CHF 20,000 capital, members on the register, the simplest and cheapest Swiss entity to form and run.

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Investment & scale03

AG formation

The Swiss stock corporation: CHF 100,000 capital, a non-public shareholder register, and the institutional profile investors and holding structures expect.

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Groups04

Holding company

An AG or GmbH set up to hold participations, with the participation deduction (Beteiligungsabzug) that relieves dividend and capital-gains tax at the holding level.

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Solo & freelance05

Sole proprietorship

The Einzelfirma for individuals trading under their own name: no minimum capital, fast to start, register once turnover reaches CHF 100,000, but with unlimited personal liability.

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Foreign parent06

Branch office

A Swiss branch (Zweigniederlassung) of a foreign company: a registered presence in Switzerland without a separate legal entity, and the lighter route to test the market.

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Foreign parent07

Swiss subsidiary

A wholly-owned Swiss AG or GmbH under a foreign parent: a separate, ring-fenced entity for a group expanding into Switzerland, with its own substance and governance.

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The missing piece08

Resident director & registered office

The Swiss-resident director (Art. 718 CO) and registered office that every AG and GmbH must have, provided and maintained for founders without their own presence on the ground.

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Fast alternative · days not weeks09

Swiss shelf companies

A ready-made, dormant, debt-free Swiss AG you take over in days instead of forming new, for a deadline, a tender or a counterparty that needs an entity already on the register.

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The decision

AG, GmbH or sole proprietorship — which to form?

Almost every Swiss formation comes down to three forms, and the choice is easier than it looks once two things are clear: how much liability protection you need, and how the company will be owned. A sole proprietorship (Einzelfirma) is the fastest and cheapest, but you and the business are the same person, with unlimited personal liability. A GmbH and an AG both give you a separate legal entity that limits your risk to the capital; they differ on how much capital, whether owners are public, and how the market reads them. Get this right at the start, because changing form later means a fresh incorporation or a conversion, not a quick edit.

Swiss legal forms compared (Switzerland, as of June 2026). Capital figures are statutory minimums under the Code of Obligations.
FormMin. capitalLiabilityOwners on public registerBest for
Sole proprietorship (Einzelfirma)NoneUnlimited, personalOwner is namedFreelancers, small owner-run trades
GmbHCHF 20,000 (fully paid)Limited to capitalYes: members listedOwner-run SMEs
AG (Aktiengesellschaft)CHF 100,000 (≥ CHF 50,000 paid)Limited to capitalNo: shareholders not listedInvestment, holding, scale
Branch (Zweigniederlassung)None (foreign parent)Foreign parent liableParent & branch listedForeign company testing Switzerland
Holding companyPer AG / GmbHLimited to capitalPer AG / GmbHHolding participations in a group

The table is a starting point, not advice. The edges turn on detail: who the investors are, whether you need shares that move without a register entry, how profits will be taxed, whether a holding sits above operating companies. We resolve those in a short call and confirm the form in writing before drafting the articles, so you build on the right structure the first time.

The part founders underestimate: substance

A Swiss company is not an address. Every AG and GmbH must have at least one Swiss-resident representative and a real registered office in its canton of seat; a regulated activity needs people and governance on the ground as well. Foreign founders routinely budget for the capital and forget the resident director, and the bank that later asks who actually runs the company. We build the substance in from the start: resident director and registered office, banking, and, where the activity is regulated, the FINMA licence or SRO membership the company will need to trade.

When forming new is the wrong call

If you are not under time pressure, forming new is almost always right. But when a signing, a tender or a bank onboarding needs a Swiss entity this week, a two-to-four-week incorporation does not fit. That is the one case where a ready-made shelf company earns its premium, transferring in days. We will tell you honestly which of the two serves you, rather than defaulting to whichever is more work.

Authoritative references: the federal company-formation guidance for SMEs is at kmu.admin.ch, the public commercial register is searchable at zefix.ch, and the Code of Obligations is consolidated at fedlex.admin.ch.

From the knowledge base

Company-formation guides.

All insights
Related

After the company exists

If regulated

Financial regulation

If the company will manage money, run a fund, or operate a crypto or payment business: the FINMA licence or SRO membership it needs to trade.

Financial regulation
Run it

Corporate administration

Registered office, resident director, substance and entity management once the company is live, keeping it compliant year on year.

Corporate administration
Who you work with

The firm

A Swiss fiduciary and financial-regulation practice running since 2014: the team that forms the company and then runs it with you.

About the firm
FAQ

Forming a Swiss company, answered.

01How much does it cost to form a company in Switzerland?
Two amounts sit side by side. The first is the company's share capital, which is not a fee: CHF 20,000 for a GmbH (fully paid) or CHF 100,000 for an AG (at least CHF 50,000 paid in), and it stays in the company as equity. The second is the cost of forming it: notary, commercial-register and advisory fees, typically a few thousand francs depending on the form and whether you need a registered office, a resident director and a bank introduction. We quote a fixed budget against the form you choose before any work starts.
02AG or GmbH — which should I form?
Form a GmbH for an owner-run business where CHF 20,000 capital and members listed on the public register are acceptable. It is the simpler, cheaper company. Form an AG when you want CHF 100,000 capital, shares that can change hands without a register entry, and a shareholder register that is not public, the form investors, holding structures and larger businesses expect. The liability protection is identical; the difference is capital, privacy and how the company is perceived. We confirm the fit before drafting the articles.
03How long does it take to set up a Swiss company?
A new incorporation takes roughly two to four weeks: drafting the articles, notarising the deed, depositing the capital into a blocked account, and filing with the commercial register, which then publishes the entry. The capital is released to the company once the registration is confirmed. If you need to act faster, a ready-made shelf company transfers in days. The trade-off is the premium over a fresh formation.
04Can a foreigner form a company in Switzerland?
Yes. There is no nationality requirement to own a Swiss AG or GmbH, and you do not need to live in Switzerland to be a shareholder or director. The one structural rule is that the company must have at least one person authorised to represent it who is resident in Switzerland (Art. 718 para. 4 of the Code of Obligations for an AG; Art. 814 para. 3 for a GmbH). We provide a qualifying resident director and the registered office where you have no one on the ground.
05Do I need a Swiss-resident director?
Yes. At least one director or officer with signing authority must be resident in Switzerland. This is a hard requirement for both the AG and the GmbH, checked by the commercial register at incorporation. It is the single point most foreign founders overlook. We supply a qualifying Swiss-resident director and registered office as part of the formation, so the company is compliant from the day it is entered.
06What is the minimum capital for a GmbH and an AG?
A GmbH needs CHF 20,000, fully paid in. An AG needs CHF 100,000, of which at least CHF 50,000 (or 20%) must be paid in at incorporation. The capital is deposited into a blocked bank account before the notary acts and is released to the company once it is registered. It is the company's working equity, not a cost. A sole proprietorship (Einzelfirma) has no minimum capital but gives the owner unlimited personal liability.
07Should I form a new company or buy a shelf company?
Form new when you can wait the two-to-four-week incorporation, want a specific name and purpose from the start, and want the lowest cost. Take a ready-made shelf company when a deadline, a tender or a counterparty needs an entity already on the register within days. The legal entity is the same at the end; the difference is time and an existing registration history. See our shelf-company catalogue if speed is the deciding factor.
08What else does the company need to actually operate?
Beyond the entity itself: a registered office in the canton of seat (a real address, not a P.O. box), the resident director described above, a bank account, VAT registration once turnover exceeds CHF 100,000, and bookkeeping. If the activity is regulated (managing client money, a crypto or payment business), the company also needs the relevant FINMA licence or SRO membership, which an incorporation alone does not provide. We arrange each element so the company is operational, not just registered.
09What are the steps to incorporate a Swiss company?
The core steps are the same for an AG and a GmbH: draft the articles of association and the formation deed, pay the share capital into a blocked capital-contribution account at a Swiss bank, have the formation notarised before a Swiss notary, and file for entry in the commercial register. The company comes into legal existence on registration, after which the capital is released into its own account. We run the whole sequence and coordinate the notary, the bank and the register so it moves in one line.
10How does the share capital and the blocked account work?
Before a Swiss company can be registered, its share capital must be paid into a blocked capital-contribution account at a Swiss bank, which issues a confirmation for the notary and the commercial register. Once the company is entered in the register, the bank releases the funds into the company's ordinary account and the capital is then available as working capital. It is not frozen. The minimum is CHF 20,000 for a GmbH and CHF 100,000 nominal for an AG, of which at least CHF 50,000 must be paid in. We arrange the blocked account and the release as part of the formation.

Not sure which form fits?

Send us two lines on what the company will do and who will own it. A partner replies with the right Swiss form (AG, GmbH, holding or sole proprietorship) and a fixed formation budget, before you commit.