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Our services for incorporating a Swiss limited liability company offer you comprehensive support for every step of the process.
From planning and legal advice on all relevant aspects to successful entry in the commercial register – we ensure that the incorporation process goes smoothly.
GmbH - simply explained
The GmbH (limited liability company) is a popular legal form for setting up a company in Switzerland. This legal form is particularly suitable for small and medium-sized enterprises. It offers a combination of flexibility and legal security, as the personal liability of the shareholders is limited to the share capital. The share capital must amount to at least CHF 20,000 and is divided into shares with a nominal value. The GmbH is subject to fixed legal requirements and must be entered into the commercial register in order to be legally recognized as an independent legal entity. A GmbH is founded by opening a blocked account for the purpose of paying in the share capital, drawing up the articles of incorporation and the founding documents, holding the founding meeting and notarization by a notary. After the entry into the commercial register, the GmbH begins to exist as a company (legal entity) with legal personality. This legal form is ideal for entrepreneurs who want to found a company and prefer a secure alternative to a sole proprietorship, but less complexity than a stock corporation (AG).
What you can expect:
Comprehensive advice
We explain the most important aspects of the GmbH 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.
Personal 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?
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Book a free, non-binding introductory call with us:
FAQ: Frequently asked questions about the GmbH
The GmbH is a company form that is particularly suitable for small and middle-sized companies in Switzerland. It offers the advantage that the personal liability of the shareholders is limited to the share capital, which means that their private assets remain protected. In addition, the GmbH can be formed with a minimum share capital of CHF 20,000, which makes it more cost-effective than the AG.
A GmbH is formed by opening a blocked account at a Swiss bank for the purpose of paying up the share capital, drawing up the articles of association, notarizing the founding meeting and registering the company in the commercial register. The GmbH must have at least one shareholder, raise the share capital of CHF 20,000 and choose a company name that meets the legal requirements.
The costs of setting up a GmbH consist of the costs of notarization, entry in the commercial register, opening a business account and administrative expenses. Depending on the canton and the scope, the costs are usually several thousand francs.
After its formation, the GmbH must submit a registration form to the relevant AHV compensation office and pay the social security contributions for its employees.
The shareholders’ meeting is the supreme body of the GmbH and makes important decisions, such as the election of the other organs, including the members of the board of directors. Under certain circumstances, the GmbH is subject to the ordinary or limited audit. The shareholders’ meeting is also responsible for electing the responsible auditors.
One disadvantage of the GmbH is the higher incorporation costs and administrative burden compared to a sole proprietorship. In addition, the shareholders are obliged to make their holdings and functions public, as these must be published in the commercial register. This limits anonymity compared to some other legal forms, in particular the AG.
Yes, persons residing outside of Switzerland can establish a GmbH. However, at least one person with residence in Switzerland must be able to represent the GmbH with their signature. Furthermore, special rules apply to the acquisition of real estate by the GmbH.
