Corporate entities can take any of the following legal forms:
Corporation (Aktiengesellschaft, AG)
Limited Liability Company (Gesellschaft mit beschränkter Haftung, GmbH)
Branch Office / Permanent Establishment
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Corporation (Aktiengesellschaft, AG) |
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Legal basis |
Swiss Code of Obligations (OR) art. 620 – 763 |
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Purpose |
Trade, manufacturing or other activities pursued in accordance with commercial principles |
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Economic beneficiaries |
Shareholders |
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Founder |
Minimum 1 natural person or legal entity |
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Governing bodies |
Shareholders’ meeting, board of directors*, auditing according to 3 step system: ordinary audit, shortened audit or no audit (opting-out) |
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Management |
All members of the board of directors The Management can be delegated to one or several members of the board of directors or to a third person, whereas this possibility must be foreseen in the articles of association and the organisation regulations, no citizenship requirement |
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Representation |
Minimum 1 legal representative of the company (member of the board of directors or director with individual signature authority) has to be domiciled in Switzerland, no citizenship requirement |
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Liability |
Company assets |
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Minimum capital |
CHF 100 000, of which at least 20 % of the nominal share value respectively at least CHF 50 000 must be paid-up |
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Limited liability company (Gesellschaft mit beschränkter Haftung, GmbH) |
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Legal basis |
Swiss Code of Obligations (OR) art. 772 – 827 |
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Purpose |
Trade, manufacturing or other activities pursued in accordance with commercial principles |
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Economic beneficiaries |
Shareholders |
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Founder |
Minimum 1 natural person or legal entity |
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Governing bodies |
Shareholders’ meeting, director, auditing according to 3 step system: ordinary audit, shortened audit or no audit (opting-out) |
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Management |
By all shareholders The management can be delegated to one shareholder or to a third person, whereas this possibility must be foreseen in the articles of association. No citizenship requirement |
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Representation |
Minimum 1 legal representative of the company (chief executive officer or director with individual signature authority) has to be domiciled in Switzerland, no citizenship requirement |
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Liability |
Company asset |
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Minimum capital |
CHF 20 000, the minimum capital must be fully paid-up |
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Branch office / permanent establishment |
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Legal basis |
Swiss Code of Obligations (OR) |
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Purpose |
Business operation, which is legally a part of a principal company, but disposes a minor economical independence |
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Economic beneficiaries |
Principal company |
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Founder |
Principal company |
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Governing bodies |
Governing bodies of principal company |
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Management |
Own management |
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Representation |
Authorised representative with domicile in Switzerland, no citizenship requirement |
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Liability |
Principal company |
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Special requirements |
Registration in the commercial register is compulsory |
