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Archive for category ‘LLC (GmbH) Law’

Establish own business in Switzerland as a foreigner

Foreigners are generally not disallowed from founding a company in Switzerland. However, a distinction is made between persons from EU/EFTA-states and citizens of third countries. more

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). more

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. more

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. more

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. more

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. more

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 are liable to the […] more

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 I find more informations on […] more

Changing Legal Form: From Sole Proprietorship to Corporation (AG or GmbH)

When a business grows, many entrepreneurs consider changing the legal structure from a Sole Proprietorship to a Corporation (AG or GmbH). While the term “change” is often used, the process involves forming a new legal entity that absorbs the sole proprietorship’s assets and liabilities. The sole proprietorship is then dissolved. There are two main methods […] more

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 a counselling interview […] more