Swiss GMBH

Switzerland, known for its legal stability, financial transparency, and economic strength, offers two main types of business entities: the Aktiengesellschaft (AG) and the Gesellschaft mit beschränkter Haftung (GmbH). For entrepreneurs, startups, and small-to-medium businesses, the Swiss GmbH stands out as a practical, cost-effective option that combines limited liability with simple governance. This article explores everything you need to know about Swiss GmbH company formation including legal structures, procedures, tax treatment, and benefits.

Whether you’re considering international Company Formation or already comparing legal types like Swiss AG, understanding the details of the Swiss GmbH incorporation process will set you on the right track.

A Swiss GmbH (Gesellschaft mit beschränkter Haftung) is a private limited liability company, ideal for small and medium-sized businesses. It provides limited liability to shareholders, a manageable capital requirement, and a straightforward incorporation process.

According to the Swiss Code of Obligations, the GmbH is governed by Articles 772 to 827: https://www.fedlex.admin.ch/eli/cc/27/317_321_377/en

The Swiss GmbH legal structure is defined by several components:

• Minimum of one shareholder
• At least one managing director domiciled in Switzerland
• Clearly stated company purpose and registered address

Unlike a Swiss AG, the Swiss GmbH shareholders are listed publicly in the commercial registry, ensuring transparency but reducing anonymity.

The Swiss GmbH incorporation process includes the following key steps:
1. Company Name Reservation
Ensure the name is unique and complies with Swiss naming laws.
2. Drafting Documents
Create Articles of Association and prepare identification documents.
3. Capital Contribution
Deposit the full CHF 20,000 into a capital account with a Swiss bank.
4. Notarization
Sign the public deed of incorporation before a Swiss notary.
5. Commercial Registry Filing
Submit notarized documents for official approval and entry.
6. Post-Registration Tasks
Register for VAT, AHV (social insurance), and professional licenses.

For official registry information: https://www.zefix.ch/en/search/entity/welcome

Swiss GmbH taxation includes:

• Federal corporate income tax: approx. 8.5%
• Cantonal and municipal taxes: vary by canton (combined average of 12% to 24%)
• Withholding tax: 35% on dividends (subject to treaty reductions)

The GmbH is a legal entity in its own right and is taxed accordingly. With proper planning, Swiss GmbH taxation can be optimized via cantonal structuring.

Choosing between a Swiss GmbH vs AG depends on capital, privacy needs, and business strategy:


While the Swiss AG offers higher prestige, the Swiss GmbH provides ease of use and lower entry barriers, making it a top choice for newcomers.

Choosing between a Swiss GmbH vs AG depends on capital, privacy needs, and business strategy:


While the Swiss AG offers higher prestige, the Swiss GmbH provides ease of use and lower entry barriers, making it a top choice for newcomers.

• Name check and reservation: 1–2 business days
• Document preparation: 3–5 business days
• Bank account opening and capital deposit: 3–5 business days
• Notarization and registration: 5–10 business days
• Post-registration setup: 1–2 weeks

From start to finish, the business setup process for a Swiss GmbH takes approximately 2 to 3 weeks.

While the process can be done independently, most businesses benefit from professional Company law services. Legal specialists can handle:

• Proper documentation and notarization
• Assistance with Swiss GmbH incorporation filings
• Compliance support
• Acting as local director or offering Company Formation advisory

Such services ensure accurate timelines, avoid delays, and reduce bureaucratic friction. For foreigners or non-residents, these firms can also act as legal representatives, similar to those provided for Swiss AG incorporations.

If you're launching a business in Switzerland and want a structure that balances simplicity, cost-efficiency, and legal protection, the Swiss GmbH is a proven choice. With clear benefits over more complex models, especially when compared to a Swiss AG, it remains the go-to option for SMEs, family-owned businesses, and international entrepreneurs looking for a transparent and trustworthy legal entity.

By leveraging expert Company law services, your Swiss GmbH company formation can be completed swiftly and legally, paving the way for tax efficiency, limited liability, and full compliance with Swiss law.