The Swiss company formation process, step by step

The formation process is standardised by the Code of Obligations and the Commercial Register Ordinance — the same nine stations apply to every GmbH and AG, whether the founder lives in Zug or in Singapore. What varies is the timeline (bank and canton dependent) and the amount of legalisation paperwork for founders who sign abroad. The overview first, then each step with duration and costs.

The nine steps of a Swiss company formation

1. Choose the legal form

   GmbH (CHF 20'000 minimum capital, shareholders visible in the register) or AG (CHF 100'000 capital, at least CHF 50'000 paid in, shareholders not published). The choice drives capital, anonymity, image and later flexibility — the detailed comparison is on the Swiss GmbH and Swiss AG pages. Duration: one consultation.

2. Check and clear the company name

   The name must be available and distinguishable Switzerland-wide. Check it on Zefix, the central business name index; the cantonal register office gives a preliminary ruling on request. Duration: 1–3 days.

3. Prepare the formation documents

   Articles of association, deed of formation, declarations of acceptance by the officers, domicile acceptance declaration for the registered address, Stampa declaration. Non-cash formations additionally need a contribution-in-kind agreement and formation report. Duration: 3–5 working days.

4. Open the capital deposit account

   A Swiss bank opens a blocked capital deposit account (Kapitaleinzahlungskonto) and confirms receipt of the capital — CHF 20'000 for the GmbH, at least CHF 50'000 for the AG. The confirmation is a mandatory annex to the register filing. Duration: 1–5 days depending on the bank and the founders' KYC profile.

5. Notarise the formation

   A notary records the public deed of formation, in which the founders adopt the articles and appoint the governing bodies. At Gründung Schweiz the notary costs are already inside the fixed formation fee of CHF 750 (cash formation). Duration: 1–2 days.

6. File with the commercial register

   The notarised dossier goes to the cantonal commercial register office. With the entry, the company acquires legal personality; the entry is published in the Swiss Official Gazette of Commerce (SOGC/SHAB). Register fees are charged separately at cost. Duration: 1–3 weeks depending on canton and workload.

7. Release the capital and open the operating account

   Against proof of the register entry, the bank releases the blocked capital into a normal business account. The capital is not a fee — it belongs to the company and is available for business expenses. Duration: a few days, including the bank's final checks.

8. Register for VAT and taxes

   Companies with taxable turnover of CHF 100'000 or more per year must register for VAT with the Federal Tax Administration; below the threshold, voluntary registration is often worthwhile to recover input VAT. Cantonal tax registration follows the register entry automatically. Duration: 1–2 weeks, runs in parallel.

9. Register with social insurance

   As soon as the company pays salaries — including to its own managing shareholder — it registers with the AHV compensation office and takes out mandatory accident insurance. Duration: days, in parallel with the start of operations.

Timeline and costs at a glance

Contribution-in-kind formations (Sachgründung) cost CHF 1'990 for an AG and CHF 1'750 for a GmbH and add time for the valuation documents. The complete fee schedule, including what is deliberately not in the fixed fee, is published on the pricing page.

What actually delays formations

The register does not cause most delays — three avoidable mistakes do. First, name conflicts: a company name too close to an existing entry on Zefix gets rejected after filing, which restarts the notarisation; checking and pre-clearing the name with the register office costs days, a rejection costs weeks. Second, bank KYC on the capital deposit account: banks vet the founders before opening the blocked account, and incomplete beneficial-owner documentation is the single most common reason a two-week formation becomes a six-week one — non-resident founders with complex ownership should start the bank file first, not last. Third, defective legalisation: an apostille missing on one signature page, or a notarisation in a language the register office will not accept without certified translation, sends originals back across the border by courier. All three are prevented by sequencing the dossier correctly before the notary appointment.

Remote formation for non-residents

Formation by power of attorney is the standard route for founders who do not travel to Switzerland, and it changes exactly three things in the process. First, you grant a written power of attorney to a representative in Switzerland (professional fee: CHF 300 plus the ordinary formation costs); the PoA and the founding signatures are notarised where you live and — for most countries — confirmed with an apostille under the Hague Convention, or legalised through consular channels where the convention does not apply. Second, courier time for original documents adds several days to the schedule. Third, the bank's identification for the capital and operating accounts follows the bank's own rules: many accept certified copies and video identification, some insist on meeting the beneficial owner in person — we clarify this with the target bank before the process starts, not after.

Two structural requirements apply to every non-resident formation regardless of paperwork: the company must be representable by at least one person resident in Switzerland, typically solved with a fiduciary director mandate, and it needs a Swiss registered address entered in the commercial register. Both must be contractually in place before the notary appointment, because the register filing cites them.

When forming from scratch is not the fastest route

A new formation is the cheapest route to a Swiss company, but not always the right one. If the business needs a bank account and an operating entity within days rather than weeks — a closing deadline, a licence application, a contract that requires a Swiss counterparty — buying an existing debt-free company with a completed register history is faster: the shelf company route trades a higher one-off price for immediate availability. And if the plan involves regulated financial activity, the sequencing reverses: licensing questions come first, formation second, because the licence dictates capital, governance and auditors.

For everything else — the ordinary operating company, the holding, the consultancy — the nine steps above are the whole story. Send the outline of your project through the contact form and you receive a concrete timeline and fixed quote within one working day.