Corporate Structures

Corporate Structures

When compared internationally, Swiss corporate law is relatively uncomplicated in terms of bureaucracy and red tape. As a result, you have many options when it comes to choosing the suitable legal form and, most importantly, the detailed structure of your company.

Most foreign companies in the Greater Zurich Area establish a subsidiary or branch office of the parent company.

A subsidiary is usually set up as a corporation (AG, similar to Inc.) or a limited liability company (GmbH, similar to Ltd.). Both are types of Swiss corporate enterprises with liability limitations.

A branch office is not an independent company, which means that the foreign parent company bears the financial responsibility for it. However, since a branch office is subject to Swiss law, it is treated as a Swiss company.

In addition, there are certain special corporate structures such as a mixed company or holding, which may profit from special tax brackets under certain conditions.

Stock Corporation (AG)

Purpose
Suitable for almost all types of profit-oriented business

Minimum capital
Minimum CHF 100,000, minimum partial payment CHF 50,000

Founder
At least one shareholder (individual or legal entity)

Advantages
– Limited liability and risk capital
– Easier transferability of shares
– Regulated representation rights
– Foreigners can own all shares/nominal shares (but there must be at least one person resident in Switzerland who can handle all legal business)
– Easy access to the capital market
– Suitable for businesses with more capital
– Swiss character of company
– Partner anonymity
– no disclosure obligation
– Unlimited share capital
– Limitation of partnersʼ contribution obligations
– Simple inheritance laws for succession
– Annual financial statements only published if the AG has outstanding obligations or is listed

Disadvantages
– In some cases, double tax burden (taxation of company profit and dividends)
– More complex and expensive formation process, professional advice recommended
– Amount of share capital

More: Overview from Switzerland Global Enterprise
Limited Liability Company (GmbH)

Purpose
Smaller, mainly personal businesses

Minimum capital
Minimum CHF 20,000, fully paid

Founder
At least one partner (individual or legal entity)

Advantages
– Limited liability and risk capital 
– Easier transferability of shares 
– Regulated representation rights 
– Foreigners can own all shares/nominal shares (but there must be at least one person resident in Switzerland who can handle all legal business) 
– Easy access to the capital market
– Suitable for businesses with more capital
– Swiss character of company
– Lower minimum capital

Disadvantages
– In some cases, double tax burden (taxation of company profit and dividends)
– More complex and expensive formation process, professional advice recommended
– No shareholder anonymity

More: Overview from Switzerland Global Enterprise
Branch Office

Purpose
Operation that is legally part of a larger company but has a certain amount of economic autonomy

Minimum capital
No capital required (endowment capital of foreign parent company is sufficient)

Founder
Main company


Advantages
– No separate capital required
– Simpler and cheaper to set up than an incorporated company (no stamp duty or withholding tax on profit transfer)
– Parent company can exert direct influence
– Low tax burden
– Tax exemption for Swiss profits in parent companyʼs country under numerous double taxation agreements

Disadvantages
– Foreign parent company shares liability for branch office
– Changing to a subsidiary later difficult from a tax point of view
– No Swiss character

Choosing a Location

Choosing a Location

Geographically, the Greater Zurich Area covers several cantons with a rich industrial history and correspondingly specialized business structures. This diversity provides outstanding criteria for all companies no matter the industry, size or requirements as they search for the best individualized location.

Companies such as yours have a wide variety of demands for their company headquarters. In order to fulfil them as thoroughly as possible, a systematic evaluation of potential business locations is recommended. The consultants from the Greater Zurich Area know the region and are happy to assist you.

We gladly offer advice for choosing a location and will assist you in examining the following business-critical factors:

  • Amount of corporate taxes and any tax incentives available
  • Contact and exchange with universities and research institutions
  • Transportation connections (road, air, rail)
  • Number and frequency of trips abroad by plane
  • Importance of customer and/or supplier proximity
  • Area/space requirements, e.g. for a production plant
  • Budget for office space
  • Office furnishing standard
  • Distance between residence and workplace
  • Need for parking
  • Rural region or urban setting

 

 

 

Registration

Registration: Founding Your Company Quickly and Easily

Found your company in the Greater Zurich Area – quickly and easily. As a rule, any resident of Switzerland can found a company in Switzerland.

The entire founding process, including preparatory work, usually takes less than a month. The company registration itself can be completed in around seven business days. The basic costs for founding a company in Switzerland average around CHF 4,000.00. The entire founding costs (also depending on possible stamp duties) are based on the amount of the founding capital and the expenditures for additional (tax) consulting.

Switzerland does not differentiate between residential and work visas, but does have different types of visas based on length of validity. There is a dual system for admitting foreign workers: EU and EFTA citizens are allowed to work without a visa within the Swiss job market thanks to the Agreement on the Free Movement of Persons; non-EU citizens require authorization.

Economic Freedom Rating

Nation Score
Switzerland 8.19
Finland 7.84
United Kingdom 7.81
Denmark 7.66
Estonia 7.61
Recruitment

Recruitment

The Greater Zurich Area's innovation strength is tremendous, and its attraction for qualified workers is enormous. This enables you to quickly and efficiently recruit the best of the best. If you still need assistance, our consultants from recruitment and executive search companies know all the ins and outs and are more than happy to provide appropriate initial contacts.

Companies that operate in and out of Switzerland and the Greater Zurich Area can recruit staff from all over Europe: The talent pool comprises around 500 million inhabitants, but if that is still too small for you, you can also recruit additional qualified workers from Asia or the USA.

Switzerland has a dual system for admitting foreign workers: EU and EFTA citizens are allowed to work without a visa within the Swiss job market thanks to the Agreement on the Free Movement of Persons; non-EU citizens require authorization.

Attracting and Retaining Talents

Nation Score
Denmark 7.85
Switzerland 7.66
Ireland 7.51
Germany 7.51
Romania 7.42
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