The establishment of a joint-stock company (JSC) in Switzerland is attractive for international entrepreneurs who wish to take advantage of the benefits of this location without being a resident in Switzerland. In this article you will find everything you need to know about founding a Swiss JSC as a foreigner.
Key points:
- Establishment even without a domicile obligation: International entrepreneurs can set up an JSC in Switzerland without being a resident in Switzerland.
- High reputation and flexible capital structure: An JSC (joint-stock company) offers protection of private assets and allows a clear separation between owners and management.
- Competent support saves time and ensures that all formalities are carried out smoothly.
1. Why set up an JSC in Switzerland?
The JSC is the preferred form of company for companies that strive for international growth and investor security. A Swiss JSC offers several advantages that distinguish it from other legal forms:
- Flexible share capital: With a minimum capital of CHF 100,000, joint-stock companies can raise capital more easily or attract additional investors. The share structure makes it possible to attract investors to the company without an operational participation.
- Liability and asset protection: Liability is limited to the share capital contributed. In this way, the personal assets of the shareholders are protected, and the financial stability of the AG is secured.
- Highly regarded and recognized internationally: a joint-stock company based in Switzerland enjoys a high level of respect worldwide, which is particularly advantageous when it comes to acquiring international partners and customers.
2. Can I set up an JSC without a domicile in Switzerland?
Yes, foreigners can easily set up an JSC in Switzerland, even without being a resident there. There are some important prerequisites that you should consider:
- Swiss Board of Directors: At least one member of the Board of Directors must have a permanent residence in Switzerland. This person can be either a trustee or an external representative.
- Proof of capital requirement: You must deposit the required share capital in a Swiss bank account before the company is officially registered.
Thanks to these regulations, international entrepreneurs can run an JSC in Switzerland without having to stay there permanently. Swiss legislation also allows the employment of international managers as long as a local board of birectors exists.
3. What are the advantages of a Swiss joint-stock company?
- Tax advantages and planning security: Switzerland offers stable tax planning and international tax agreements, which is crucial for JSC with global interests.
- Cantonal tax benefits: Depending on the canton, the JSC can benefit from attractive tax conditions. Careful selection of the location makes it possible to optimize the tax burden.
- Double taxation agreements (DTAs): Agreements exist with over 100 countries that prevent profits from being taxed both in the country of origin and in Switzerland. This makes tax planning easier and offers tax advantages for internationally operating companies.
- Flexibility in capital absorption and ownership structure: An JSC offers various possibilities to raise capital and to adjust the ownership structure.
- Easy transferability of shares: Shares can be transferred easily, which facilitates the admission of new investors. The JSC can also issue different types of shares, such as ordinary and preferred shares, to meet different investor needs.
- Options for capital increase: An JSC can increase the capital by issuing new shares, which is particularly attractive for companies with growth plans.
- Stable legal and framework conditions: Swiss legislation offers excellent legal certainty and promotes a transparent business environment.
- Efficient legal system: Switzerland has one of the most efficient legal systems that protects companies through fair and expeditious court processes.
- Safe location: As a neutral state, Switzerland is politically stable and economically strong – an essential factor for the sustainable development and success of joint-stock companies.
4. What are the legal requirements?
- Minimum capital: For the establishment of an JSC, a minimum capital of CHF 100,000 is required. You must deposit at least 50%, i.e. CHF 50,000, in a special bank account before founding. The capital is divided into shares and is registered in the commercial register to secure the legal proof.
- Local Board of Directors: A member of the board of birectors must be a resident in Switzerland. This person ensures that the JSC always complies with Swiss regulations and officially represents the company. Alternatively, a trustee can be appointed as a board of birectors to meet this requirement. We can help you.
- Registered office: The JSC registered office must be in Switzerland. A physical presence is not absolutely necessary. Many companies use a domiciliation service, which serves as the official address of the JSC. A permanent place of business ensures a connection to Switzerland and ensures tax and legal transparency.
5. Procedure and costs of establishment
The establishment of a joint-stock company usually takes between 2 and 4 weeks. The following steps and costs are to be expected:
- Consulting and planning: For a smooth foundation, it is advisable to be supported by specialists. The costs for these services may vary depending on the provider and scope.
- Notary and registration fees: The fees for notarial certifications and entry in the commercial register usually amount to CHF 2,000 to 3,000.
- Proof of capital and account setup: You must transfer the necessary share capital to a blocked account at the time of incorporation before the JSC is officially registered.
6. Why you can simplify the start-up process with our support
The establishment of a stock corporation in Switzerland can be quick and efficient if you rely on competent support. We take care of the entire start-up process for you and ensure stress-free processing.
Your benefits through our service:
- Complete processing and document creation: From consulting and the submission of documents to communication with notaries and authorities – we handle everything.
- Optimal location selection and tax planning: together with you, we will find the ideal location and advise on the tax structure of your JSC.
- Experience and speed: Our well-established cooperation with authorities and notaries guarantees a fast and uncomplicated establishment.
With us at your side, you can set up your Swiss JSC efficiently and without bureaucratic hurdles. We take care of the entire process, so that you are prepared for a successful start in Switzerland right from the start.
