• Legal overviews

    Public limited company

     in CHF (excl. VAT)

    Limited liability company

     in CHF (excl. VAT)

    Sole proprietorship

     in CHF (excl. VAT)

    900.00

    750.00

    250.00

    Legal bases
    OR 620-763
    OR 772-827
    Im OR nicht separat geregelt
    Intended purpose
    Suitable for almost every type of for-profit company
    Smaller companies centred specifically around individuals
    Small companies, person-related activities (e.g. artist)
    Legal nature
    Legal entity, corporation
    Legal entity, corporation
    Property of the owner
    Establishment of company name
    Free choice of the company (personal names, activity, imaginative titles), legal form must be provided
    Free choice of the company (personal names, activity, imaginative titles), legal form must be provided
    Surname of the owner with or without first name. Possible additions: Activity, imaginative titles
    Comes into being as a result of conducting a business run on commercial lines
    Public declaration of the founding, adoption of Articles of Association, election of board of directors and (insofar as no waiver according to OR 727, art. II exists) an auditor, entry in the commercial register
    Public declaration of the founding; adoption of Articles of Association; where applicable, the appointment of the management board and representation, as well as an auditor (insofar as no waiver according to OR 727, art. II exists), entry in the commercial register
    Conducting of independent, ongoing commercial activities for profit
    Entry in the commercial register
    Comes into being only once the entry has been placed in the commercial register in accordance with OR 613
    Comes into being only once the entry has been placed in the commercial register in accordance with OR 779
    Mandatory for a commercial company that achieves annual turnover of at least CHF 100,000, HRegV 36
    Required number of owners or partners
    At least one shareholder or shareholders can be natural or legal entities or trading companies
    At least one partner or partners can be natural or legal entities or trading companies
    Company owner is a natural person
    Required amount of capital
    Mandatory share capital, the amount of which is defined in the Articles of Association, divided into shares with a minimum nominal value of one Swiss centime; minimum of CHF 100,000, of which CHF 50,000 has been paid in
    Mandatory ordinary capital, the amount of which is defined in the Articles of Association, divided into ordinary shares with a minimum nominal value of CHF 100; each ordinary share must be completely paid in
    No conditions
    Contribution of kind
    Possible, special procedure
    Possible, special procedure
    Possible
    Organisation and/or governing bodies
    General meeting of shareholders; board of directors (with a minimum of one member); auditor (insofar as no waiver according to OR 727, art. II exists)
    General meeting of partners; management board (with at least one member); auditor, insofar as no waiver exists
    No governing bodies; fiduciary/auditor may be used
    Liability/reserve liability
    Exclusive liability of company assets; the only obligation for shareholders is to pay in full the share capital attributable to their shares (payment)
    Exclusive liability of company assets; facultative limited reserve liability in accordance with the Articles of Association; amount of the reserve liability connected to an ordinary share must be established in the Articles of Association and may not exceed twice the nominal value of the ordinary share; liability only exists for the reserve liabilities connected to one’s own ordinary shares
    Unlimited liability of the owner with personal assets
    Involvement of investors and/or outside capital
    Different forms of capital increase through changes to Articles of Association
    Increase of ordinary capital through changes to the Articles of Association
    Unsuitable for borrowing outside capital
    Profit and loss absorption
    Shareholders have the right to a share of the net profit in accordance with the law and Articles of Association
    Partners have the right to a share of the net profit in accordance with the law and Articles of Association
    Entirely with the owner
    Obligation to keep accounts
    There is an obligation to keep accounts
    There is an obligation to keep accounts
    If an entry in the commercial register is required
    Taxation
    Company for profit and capital; shareholder for shares as assets and dividends as income
    Company for profit and capital; shareholder for shares as assets and dividends as income
    Owner for the entire income and assets from commercial and private domain
    Management board and representation
    Managed by the entire board of directors, insofar as it has not been transferred to individual members of the board of directors or a third party in accordance with the organisational regulations; representation by each member of the board of directors individually, insofar as it has not been transferred to individual members of the board of directors or a third party in accordance with the Articles of Association, organisational regulations or a decision by the board of directors; at least one member of the board of directors must be assigned rights of representation
    Managed by all partners together, insofar as the Articles of Association do not stipulate otherwise Each director is entitled to represent the company; although the Articles of Association may regulate the representation in a different way, at least one director must have rights to representation
    Owner for the entire income and assets from commercial and private domain
    Transfer of membership
    Free, insofar as no legal or statutory transfer restrictions exist
    Written transfer of ordinary shares; approval by the general meeting of partners (min. 2/3 of the votes represented as well as absolute majority of the entire ordinary capital that possesses exercisable voting rights) insofar as the Articles of Association do not stipulate otherwise
    No membership, entire or partial disposal of the company’s business operations possible
    Nationality and legal residence regulations
    An individual who holds Swiss residency must be able to represent the company
    An individual who holds Swiss residency must be able to represent the company
    The owner has to have residency in Switzerland
     
     

    Legal overviews

    Public limited company

     in CHF (excl. VAT)

    900.00

    Legal bases: OR 620-763
    Intended purpose: Suitable for almost every type of for-profit company
    Legal nature: Legal entity, corporation
    Establishment of company name: Free choice of the company (personal names, activity, imaginative titles), legal form must be provided
    Comes into being as a result of conducting a business run on commercial lines: Public declaration of the founding, adoption of Articles of Association, election of board of directors and (insofar as no waiver according to OR 727, art. II exists) an auditor, entry in the commercial register
    Entry in the commercial register: Comes into being only once the entry has been placed in the commercial register in accordance with OR 613
    Required number of owners or partners: At least one shareholder or shareholders can be natural or legal entities or trading companies
    Required amount of capital: Mandatory share capital, the amount of which is defined in the Articles of Association, divided into shares with a minimum nominal value of one Swiss centime; minimum of CHF 100,000, of which CHF 50,000 has been paid in
    Contribution of kind: Possible, special procedure
    Organisation and/or governing bodies: General meeting of shareholders; board of directors (with a minimum of one member); auditor (insofar as no waiver according to OR 727, art. II exists)
    Liability/reserve liability: Exclusive liability of company assets; the only obligation for shareholders is to pay in full the share capital attributable to their shares (payment)
    Involvement of investors and/or outside capital: Different forms of capital increase through changes to Articles of Association
    Profit and loss absorption: Shareholders have the right to a share of the net profit in accordance with the law and Articles of Association
    Obligation to keep accounts: There is an obligation to keep accounts
    Taxation: Company for profit and capital; shareholder for shares as assets and dividends as income
    Management board and representation: Managed by the entire board of directors, insofar as it has not been transferred to individual members of the board of directors or a third party in accordance with the organisational regulations; representation by each member of the board of directors individually, insofar as it has not been transferred to individual members of the board of directors or a third party in accordance with the Articles of Association, organisational regulations or a decision by the board of directors; at least one member of the board of directors must be assigned rights of representation
    Transfer of membership: Free, insofar as no legal or statutory transfer restrictions exist
    Nationality and legal residence regulations: An individual who holds Swiss residency must be able to represent the company

    Limited liability company

     in CHF (excl. VAT)

    750.00

    Legal bases: OR 772-827
    Intended purpose: Smaller companies centred specifically around individuals
    Legal nature: Legal entity, corporation
    Establishment of company name: Free choice of the company (personal names, activity, imaginative titles), legal form must be provided
    Comes into being as a result of conducting a business run on commercial lines: Public declaration of the founding; adoption of Articles of Association; where applicable, the appointment of the management board and representation, as well as an auditor (insofar as no waiver according to OR 727, art. II exists), entry in the commercial register
    Entry in the commercial register: Comes into being only once the entry has been placed in the commercial register in accordance with OR 779
    Required number of owners or partners: At least one partner or partners can be natural or legal entities or trading companies
    Required amount of capital: Mandatory ordinary capital, the amount of which is defined in the Articles of Association, divided into ordinary shares with a minimum nominal value of CHF 100; each ordinary share must be completely paid in
    Contribution of kind: Possible, special procedure
    Organisation and/or governing bodies: General meeting of partners; management board (with at least one member); auditor, insofar as no waiver exists
    Liability/reserve liability: Exclusive liability of company assets; facultative limited reserve liability in accordance with the Articles of Association; amount of the reserve liability connected to an ordinary share must be established in the Articles of Association and may not exceed twice the nominal value of the ordinary share; liability only exists for the reserve liabilities connected to one’s own ordinary shares
    Involvement of investors and/or outside capital: Increase of ordinary capital through changes to the Articles of Association
    Profit and loss absorption: Partners have the right to a share of the net profit in accordance with the law and Articles of Association
    Obligation to keep accounts: There is an obligation to keep accounts
    Taxation: Company for profit and capital; shareholder for shares as assets and dividends as income
    Management board and representation: Managed by all partners together, insofar as the Articles of Association do not stipulate otherwise Each director is entitled to represent the company; although the Articles of Association may regulate the representation in a different way, at least one director must have rights to representation
    Transfer of membership: Written transfer of ordinary shares; approval by the general meeting of partners (min. 2/3 of the votes represented as well as absolute majority of the entire ordinary capital that possesses exercisable voting rights) insofar as the Articles of Association do not stipulate otherwise
    Nationality and legal residence regulations: An individual who holds Swiss residency must be able to represent the company

    Sole proprietorship

     in CHF (excl. VAT)

    250.00

    Legal bases: Im OR nicht separat geregelt
    Intended purpose: Small companies, person-related activities (e.g. artist)
    Legal nature: Property of the owner
    Establishment of company name: Surname of the owner with or without first name. Possible additions: Activity, imaginative titles
    Comes into being as a result of conducting a business run on commercial lines: Conducting of independent, ongoing commercial activities for profit
    Entry in the commercial register: Mandatory for a commercial company that achieves annual turnover of at least CHF 100,000, HRegV 36
    Required number of owners or partners: Company owner is a natural person
    Required amount of capital: No conditions
    Contribution of kind: Possible
    Organisation and/or governing bodies: No governing bodies; fiduciary/auditor may be used
    Liability/reserve liability: Unlimited liability of the owner with personal assets
    Involvement of investors and/or outside capital: Unsuitable for borrowing outside capital
    Profit and loss absorption: Entirely with the owner
    Obligation to keep accounts: If an entry in the commercial register is required
    Taxation: Owner for the entire income and assets from commercial and private domain
    Management board and representation: Owner for the entire income and assets from commercial and private domain
    Transfer of membership: No membership, entire or partial disposal of the company’s business operations possible
    Nationality and legal residence regulations: The owner has to have residency in Switzerland
    Title
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