スイスでの会社設立：五つのステップ
- Summary
Setting up a Swiss company follows five steps, and the order matters. First you decide on the legal form and the canton. Second, the share capital is paid into a capital deposit account at a Swiss bank. Third, the company is formed by public deed before a Swiss notary. Fourth, it is entered in the commercial register, and only then does it exist as a legal person. Fifth, the company registers for tax, VAT and social security, the bank releases the capital, and the operating account and the work permits follow.
For a founder from Asia, the Middle East or Africa, two points decide how smoothly this goes: at least one person with signing authority must live in Switzerland, and the bank has to accept the company as a client before the capital can be paid in. Both need planning before the notary appointment, not after it.
With complete documents, the formation itself takes a few weeks. The bank and the permits are what usually set the timetable.
- Key points
- Choose the legal form first: an AG needs a share capital of at least CHF 100,000, a GmbH at least CHF 20,000.
- At least one person authorised to represent the company must be resident in Switzerland.
- The share capital is paid into a blocked capital deposit account before the notary appointment.
- The company acquires legal personality only with its entry in the commercial register.
- After registration come tax and social security registration, VAT where turnover reaches CHF 100,000, and the operating bank account.
- Transcript
How long does it take to set up a company in Switzerland?
The formation itself is quick. Once the documents are ready, the notary appointment and the entry in the commercial register take a few weeks. What takes time is the preparation: the bank, the Swiss director, and for foreign staff the permits. If those are planned from the start, the whole process runs smoothly.
What is the first step?
Two decisions: the legal form and the canton. Most foreign groups choose between the AG, the Swiss company limited by shares, and the GmbH, the limited liability company. The AG needs at least CHF 100,000 of share capital, the GmbH at least CHF 20,000. The GmbH is simpler to run; in an AG the shareholders do not appear in the commercial register. The canton determines the tax rate, the language of the authorities and the business environment around you.
And the second?
The capital deposit account. The share capital is paid into a blocked account at a Swiss bank, and the bank confirms the deposit for the notary. For a founder from abroad this is often the step that takes longest, because the bank carries out its full client due diligence at this point. That is why we start the bank file first.
Then the notary.
Yes. The company is formed by public deed before a Swiss notary. The founders or their representatives adopt the articles of association and appoint the board or the managing directors and the auditors, if any. Foreign founders do not have to attend in person; a power of attorney is enough, usually with an apostille.
When does the company exist?
With its entry in the commercial register. The notary files the documents, the register examines them, and the entry is published in the Swiss Official Gazette of Commerce. From that moment the company is a legal person, and the bank releases the capital.
What comes after registration?
The fifth step is everything that makes the company operational: registration with the cantonal tax office and the social security compensation fund, VAT registration once turnover in taxable supplies reaches CHF 100,000 a year, the operating bank account, office premises, and work permits for staff from outside the EU and EFTA.
What do foreign founders most often underestimate?
The Swiss resident signatory. At least one person authorised to represent the company must live in Switzerland. If none of the founders moves here, we arrange a Swiss director before the notary appointment, so that the formation is not held up at the last moment.
- What this means in practice
If you are planning a Swiss company, prepare these points before you book the notary.
- Decide on the legal form, the canton and the company name, and check that the name is available in the commercial register.
- Start the bank file for the capital deposit account at the same time, with the ownership chart and the source of funds.
- Identify the person with signing authority who lives in Switzerland.
- Prepare passports, powers of attorney and, where needed, apostilles for all founders and directors.
- Plan the work permits for key staff from outside the EU and EFTA early, because admission is subject to annual quotas.
- Frequently asked questions
Can a foreign company own 100 % of a Swiss company?
Yes. There are no general restrictions on foreign ownership of a Swiss AG or GmbH. Special rules apply only in particular areas, for example the acquisition of residential real estate.
Is a branch an alternative?
A branch is quicker to register, but it remains part of the foreign parent, which is liable for its debts. Banks, landlords and counterparties usually prefer a Swiss subsidiary.
Do I need an office in Switzerland?
The company needs a registered address. For the bank, the tax authorities and your counterparties, real premises and people on the ground carry considerably more weight than a domicile address.
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- About the video
- Speaker: Dr Alexander Ressos, Rechtsanwalt/Attorney-at-Law, Zurich
- Published: 29 September 2026
- Subject: Company formation
- Jurisdiction: Switzerland
- Running time: 4 minutes
- About the speaker
Dr Alexander Ressos is a Swiss lawyer entered in the Register of Attorneys of the Canton of Zurich and admitted as a solicitor in Hong Kong and in England and Wales. He is also admitted as a Rechtsanwalt in Germany. He practised in Singapore and Hong Kong for more than 15 years and advises companies from Greater China, Asia, the Middle East and Africa on setting up and doing business in Switzerland. Attorney Profile and Qualifications
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本記事は一般的な情報提供のみを目的としています。法律上または税務上の助言を構成するものではなく、個別案件に関する助言に代わるものでもなく、弁護士と依頼者との間に委任関係を生じさせるものでもありません。本記事は2026年9月時点の法的状況を反映しています。