Our services for incorporating a Swiss stock corporation offer you comprehensive support for every step of the process.
From the initial consultation and preparation of all necessary documents to notarization and entry in the commercial register – we ensure that the incorporation process goes smoothly.
AG company incorporation in detail
The incorporation of an AG in Switzerland offers a solid legal form for companies that want to limit liability and raise capital. An AG is a legal entity in which the minimum share capital for incorporation is CHF 100,000. The shareholders' liability is limited to their paid-in shares, which protects their private assets. The incorporation includes steps such as drawing up the articles of incorporation, notarization by a notary, and entry into the commercial register. Vectra Advisors provides comprehensive support in structuring, drafting the articles of incorporation and complying with all legal requirements. Our team will guide you through every step to ensure that your AG incorporation goes smoothly and that your company can start on a stable footing.
What you can expect:
Comprehensive advice
We explain the most important aspects of the Ltd and the incorporation process in a kick-off call.
Legally compliant documents
We create customized incorporation documents that offer legal certainty and are tailored to the needs of your company.
Individual support
Step-by-step guidance through the entire incorporation process, including organizing the notarization and entry in the commercial register.
Simple pricing
A fixed fee of
CHF 850
(plus VAT)
(excluding notary and commercial register fees).
CHF 850
(plus VAT)
(excluding notary and commercial register fees).
How long does it take?
Who is it for?
What is achieved?
How can Vectra Advisors help?
Vectra Advisors are your first choice for setting up an AG.
Our LAWYERS+ support you quickly and pragmatically with all your legal needs. Let’s talk and get started!
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FAQ: Frequently asked questions about setting up an AG
To set up an AG, you need at least one shareholder. Shareholders can be individuals or legal persons (such as another company). At least one person with residence in Switzerland must have the power to represent the AG. However, this person does not have to be a founder.
The most important body of an AG is the general meeting of shareholders. Among other things, it decides on the election of the board of directors, the approval of the annual financial statements and the approval of the articles of incorporation.
The board of directors takes on central, non-transferable tasks. These include the strategic management of the company, the organization of internal processes, the appointment and monitoring of the management and the preparation of the annual report.
Another body of the AG is the independent auditor. They check the accuracy of the accounting annually and prepare a report that is submitted to the general meeting. However, many AGs do not necessarily have to designate an auditor.
Advantages: The separation of private and business assets is one of the main advantages of an AG, as the liability of the shareholders is limited to the share capital.
Shares of an AG can be transferred easily, although contractual or statutory restrictions are possible. In addition, the AG generally enjoys a high credit rating, and the ownership structure can remain anonymous if desired.
Disadvantages: The disadvantages of an AG include the fact that the board of directors and the members of the executive board can be held privately liable if they violate their duty of care or act in a criminal manner.
In addition, a minimum of CHF 100,000 in start-up capital is required, of which CHF 50,000 must be paid in at the time of incorporation. In general, at least 20 percent of the share capital must be paid up. Capital can also be paid in in other forms (in kind).
The formation of an AG is subject to formal requirements, which leads to relatively high costs. For example, a new AG must be entered into the commercial register. Notarization is also an essential prerequisite for incorporation.
Furthermore, the so-called double taxation means that both the profit and capital of the AG and the income (e.g. dividends) and assets of the shareholders are taxed.
The increased administrative burden for accounting, minutes of meetings, reports and compliance with legal requirements can also pose a challenge.
Important steps in the incorporation process are the payment of the share capital onto a blocked account, the drafting of the articles of incorporation, notarization of the founding deed and entry into the commercial register.
An AG only comes into existence upon entry into the commercial register and is legally effective from that point on. This entry marks the official completion of the incorporation process and gives the AG its legal personality.
Only from this point on can the AG conclude contracts, act legally and commence business operations. Entry into the commercial register ensures that the incorporation meets the legal requirements and is publicly available for inspection.
The AG may be subject to special provisions under certain conditions.
For example, AGs are obliged to ensure proper accounting in accordance with the Swiss Code of Obligations (SCO). Above certain thresholds, an AG is subject to the ordinary audit (among other conditions, for example, if it has more than 10 full-time employees).
With our legal expertise, we ensure that your future AG meets all the requirements of the SCO.
The choice of legal form for your company depends on your individual needs. The AG offers advantages such as limited liability for shareholders and high creditworthiness, while other popular legal forms such as the GmbH require less start-up capital. Together with the GmbH, the AG is one of the most commonly used legal forms for companies.
It is also possible to set up a sole proprietorship. This is easier to set up, but the owner is liable with his or her private assets.
Is the GmbH the better choice for you? You can find more about setting up a GmbH here.
