Start a GmbH in Switzerland
The GmbH is Switzerland’s most popular company form — simple to set up, affordable to capitalise, and trusted by banks, clients, and regulators. We handle every legal step.
Start Your GmbHGmbH Formation Requirements
Swiss company law (Code of Obligations, Art. 772–827) sets out clear requirements for forming a GmbH. Here is what you need to know before getting started:
Share Capital
Minimum CHF 20,000, fully paid in at incorporation. The capital is deposited into an escrow account at a Swiss bank and released after the company is entered in the Commercial Register. Contributions can be made in cash or, under certain conditions, in kind.
Founders
A GmbH can be founded by one or more natural persons or legal entities of any nationality. There is no requirement for Swiss founders. A single-person GmbH is perfectly valid.
Management
At least one managing director (Geschäftsführer) must be a Swiss resident with individual signatory authority. The managing director can also be a quota holder. Multiple managing directors are permitted.
Registered Office
The GmbH must have a physical business address in Switzerland. This can be your own office or a registered office provided by a service like ours. A P.O. box alone is not sufficient.
Company Name
The name must be unique in Switzerland (verified via the Central Business Names Index, Zefix) and must include “GmbH” as a suffix. Fantasy names, personal names, and descriptive names are all permissible.
Notarisation
The founding deed must be executed before a Swiss public notary. This includes the articles of association, the declaration of capital contribution, and the appointment of managing directors and auditors (if applicable).
Step-by-Step Formation Process
Here is exactly what happens when you engage Rohrer Consulting to form your GmbH:
Consultation & Structure Design
We discuss your business goals, advise on the optimal canton, and define the company name, purpose, capital structure, and management composition. We verify the company name is available on Zefix.
Document Preparation
We draft the articles of association, any shareholder agreements, and the power of attorney (if you cannot attend the notarisation in person). All documents are reviewed with you before execution.
Capital Deposit
You transfer CHF 20,000 (or more) to a capital deposit account at a Swiss bank. The bank issues a confirmation of deposit, which is required for the notarisation. We coordinate with the bank to streamline this step.
Notarisation & Filing
The founding deed is executed before a notary. The notary then files the incorporation with the cantonal Commercial Register office. Processing typically takes 3–7 business days.
Activation
Once registered, the capital is released, and your GmbH is operational. We assist with VAT registration, social insurance enrolment, and opening the operational bank account. You receive the Commercial Register extract, UID number, and all founding documents.
Typical Costs
GmbH formation costs are straightforward and predictable. Here is a general breakdown:
All fees are communicated upfront. The share capital remains in the company after formation — it is not a cost but working capital for the business.
Frequently Asked Questions
How long does it take to form a GmbH?
The entire process typically takes 2–3 weeks from initial engagement to Commercial Register entry. The main variables are the speed of the capital deposit (which depends on the bank) and the processing time at the cantonal Commercial Register office. If you need a company faster, consider purchasing a shelf GmbH.
Can I form a GmbH remotely?
Yes. You can grant a power of attorney to our firm to represent you at the notarisation. The capital deposit can be made via international wire transfer. KYC documentation (passport copies, proof of address) can be submitted electronically with apostilled originals sent by post. Many of our clients form their GmbH without visiting Switzerland.
What are the ongoing compliance requirements?
A GmbH must maintain proper accounting records, prepare annual financial statements, file corporate and cantonal tax returns, hold an annual general assembly of quota holders, and register for VAT if revenue exceeds CHF 100,000 per year. Companies with fewer than 10 FTEs, turnover under CHF 40 million, and total assets under CHF 20 million can opt out of an external audit.
What if I need a company faster?
If you cannot wait 2–3 weeks, we offer ready-made shelf GmbHs that can be transferred within 24–48 hours. The shelf company is already registered and comes with paid-in capital, a UID number, and clean history. Learn more about shelf GmbHs.
Add-On Services
ALEX ROHRER.
Founder & Managing Partner of Rohrer Consulting. Corporate and tax lawyer with Big Four experience. Alex personally oversees every client engagement, providing direct expert counsel from initial consultation through to completion.
Corporate & Tax Law, Big Four International Consulting
Seefeldstrasse 69, 8008 Zurich
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