Doing Business in Switzerland
 
 
 


Disadvantages of the branch as against a subsidiary:

  • The management of the foreign parent company has liability for the branch’s business;
  • The new company lacks real Swiss character.
  • The form of subsidiary is appropriate for businesses were the foreign parent company wishes to be linked to the Swiss operation only by its financial participation, and where it is important that the new company should be seen to be Swiss.

Corporation or joint stock company:

The corporation or joint stock company (in German: Aktiengesellschaft or AG) is the most important and widespread type of company in Switzerland. It is a legal structure often chosen by foreigners for subsidiaries. A corporation has its own legal personality. Liability in respect of its financial obligations is limited to the company's assets. Its authorised capital is fixed beforehand and broken down into shares.

Popularity of the corporation or joint stock company:

The corporation is a legal form adopted not only by large but also by medium-sized and small businesses. Foreign investors often choose this legal structure for their businesses. If the investor wishes to structure the company as a family company, the law makes it possible to limit the influence of shareholders on management. The corporation is the legal form usually adopted for holding and financial companies. The reasons for the popularity of the corporation as a legal structure are:

  • Limitation of liability to the company's assets
  • Anonymity of those putting up the capital
  • Limitation of the shareholders’ obligation to contribute
  • Inheritance arrangements are simple

Establishing a corporation or joint stock company:

  • At least three shareholders are required. One must have Swiss citizenship and be resident in Switzerland. It is possible for shares to be held in trust by third parties.
  • A minimum capital of CHF 100,000.– is required of which CHF 50,000.– must be paid in (at least 20% per share).
  • There is a formal procedure for establishment including a series of legalacts, concluding with entry in the commercial register wherever thecompany has its registered offices. The entry is published in the Swiss Commercial Gazette.
    
   
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