How many people are required in order to establish a GmbH (limited liability company)?

Under the new GmbH regulation (into force since 1 January 2008), a GmbH can be established by a single person (art. 775 of the Swiss Code of Obligations). Preferably you establish or convert your company with STARTUPS.CH. STARTUPS.CH will provide you with professional guidance before and after the foundation. Here you will ...

Establishing a GmbH (limited liability company) – does the manager have to be a shareholder at the same time?

No, under the applicable law, the manager of a GmbH must not necessarily be a shareholder of the company. Preferably you establish or convert your company with STARTUPS.CH. STARTUPS.CH will provide you with professional guidance before and after the foundation. Here you will be able to apply for a counselling interview and ...

What is the allowed share capital amount for a Limited Liability Company (GmbH)?

The old Limited Liability Company (GmbH) right still provided the option to only pay in one half of the minimum share capital requirement of CHF 20'000.  Under the new law (in force since 1st January 2008), this is not possible any more. The share capital must amount to at least CHF ...

Losses after the foundation – possibility of adjustment against future profits (GmbH or corporation (AG))

Losses of the first business years of a GmbH or a corporation (AG) may be carried forward and allocated against future profits. Normally, it is possible to carry forward losses of the last seven years. In some Cantons one is required to keep a separate schedule of previous years losses and ...

Initial capital deposit on incorporation of an AG or GmbH: Is it necessary for the deposit to take place in Swiss Francs or is it also possible to use other currencies?

The initial capital of a GmbH (Swiss form of a limited liability company) or a AG (Aktiengesellschaft, Swiss form of a corporation), must not necessarily be deposited in Swiss Francs. Rather, it is possible to use euros or other currencies as well. Important: 1. The share capital must be deposited in a ...

Formation liability for AG and GmbH / Founder’s and involved person’s liability

Founders, members of the administrative board and all people who participate in a corporation's formation process are subject to the formation liability in accordance with art. 753 of the Swiss Code of Obligations. This applies to the formation of a GmbH too. Formation liability means that all participants to the formation ...

Choosing the right legal form – two-person partnership – which legal form is best suited for a two-person partnership?

Question: I am a tailor and I would like to set up my own business. I was thinking that it would be reasonable to share a studio with a partner in order to halve the costs for rent, machines etc. How could I set up such a partnership? Were do ...

Changing legal form from Sole Proprietorship to a Corporation (AG or GmbH)

After a small-scale start-up and an healthy initial growth, many intrepreneurs want to adapt to the new circumstances by changing their business's legal form. The change from a Sole Proprietorship to a AG or GmbH may be performed in different ways.  Since a new legal entity (AG or GmbH), which ...

Are there any statutory provisions concerning the nationality of limited liability company’s executives?

Yes. According to Art. 813 of the Swiss Code of Obligations, at least one of the company's executives must reside in Switzerland. Preferably you establish the foundation of your company with STARTUPS.CH. STARTUPS.CH will provide you with professional guidance before and after the foundation. Here you will be able to apply for ...

Can a GmbH and one of its shareholders share the same mailing address?

The are no problems if the mailing address of a GmbH corresponds to one of its shareholders' home address. Please note though that it is very important to label the letterbox with the firm name as well. Furthermore, you have to bear in mind that, if you chose to move, ...