Module · Start a company

Founding your company in Switzerland, in order and without surprises.

GmbH or AG, how much capital, which notary, when to register for VAT and AHV: founders ask the same questions and find contradictory answers. Clairdex takes them in order, prepares the documents and keeps the registration calendar.

Who it is forFounders and freelancers moving to a company, foreign entrepreneurs settling in Switzerland, fiduciaries supporting incorporations.

The path

Six steps, in the right order.

  1. 01

    Choose the form

    GmbH/Sàrl, AG/SA or sole proprietorship, depending on available capital, number of partners, desired liability and taxation. Clairdex compares on your case, not in general.

  2. 02

    Draft the articles

    Verified company name, seat, purpose, capital, bodies, transfer rules. Articles and deed of incorporation generated for the notary.

  3. 03

    Deposit the capital

    Capital deposit account, bank certificate, then release after registration. The banks and their conditions, explained.

  4. 04

    Register with the commercial register

    Notarial deed, application, supporting documents, cantonal deadlines and fees. Clairdex prepares the complete file, and orders the certified extract once registered.

  5. 05

    Register for VAT and social insurance

    VAT liability from CHF 100,000 of turnover or voluntary, AHV, occupational pension and accident insurance affiliation from the first salary.

  6. 06

    Lay the foundations

    Founder's employment contract, regulations, terms, privacy policy, legal notice: the first month's documents, including the compliant website, generated from the same file.

Comparison

GmbH/Sàrl, AG/SA or sole proprietorship.

CriterionSole proprietorshipGmbH/SàrlAG/SA
Minimum capitalNoneCHF 20,000, fully paid upCHF 100,000, of which 50,000 paid up
LiabilityUnlimited, on personal assetsLimited to the capitalLimited to the capital
Visible ownersThe ownerPartners entered in the commercial registerShareholders not published
Register entryMandatory from CHF 100,000 of turnoverMandatory, notarial deedMandatory, notarial deed
Legal basisArt. 934 COArt. 772 et seq. COArt. 620 et seq. CO

Taxation, the manager's social contributions and credibility with customers often weigh more than capital in the choice. Clairdex sets them side by side on your situation.

Examples

Founders' questions.

Can I found a GmbH/Sàrl alone?

Yes. A GmbH/Sàrl may be founded by a single natural or legal person, who is its sole partner and may be its managing director. At least one person authorised to represent the company must be domiciled in Switzerland.

Art. 775 and 814 para. 3 CO

Is my company name available?

It must be clearly distinguishable from any company name already registered in Switzerland and must not mislead. Clairdex checks the central business names index and similar trademarks before you print anything.

Art. 944 and 951 CO

When must I register for VAT?

As soon as taxable annual turnover reaches CHF 100,000, within thirty days of the start of liability. Voluntary registration is possible earlier, useful if your customers are businesses that recover VAT.

Art. 10, 11 and 66 VAT Act

Order

Start and run your company.

From the name check to the annual meeting documents, all by e-mail.

390CHFexcl. VAT

Full company name and trademark check

Before printing or filing: is the name free, and is there a risk of confusion?

  • Central business names index, all of Switzerland
  • Swiss trademarks and international marks extended to Switzerland, via Swissreg
  • Phonetic and visual similarity, not only identical names
  • Domain names .ch, .com and .eu

2 business days, by e-mail

690CHFexcl. VAT

Articles of association for a GmbH or AG

Articles and deed of incorporation ready for the notary, with the company name checked before drafting.

  • Company name checked in the central index and in Swissreg
  • Seat, purpose, capital, bodies, transfer rules
  • Deed of incorporation and list of documents for the commercial register
  • Estimate of your canton's fees

3 business days, in Word and PDF

890CHFexcl. VAT

Company formation pack

Every document of the first weeks of a GmbH or AG, written together and consistent with each other.

  • Articles and deed of incorporation for the notary
  • Minutes of the constitutive meeting
  • Founder's employment contract, compliant with the CO
  • Legal notice and privacy policy for your website

5 business days

390CHFexcl. VAT

Annual meeting pack

The annual general meeting is mandatory. Here are the notice, the minutes and the discharge.

  • Notice of meeting compliant with your articles and the Code of Obligations
  • Minutes with approval of the annual accounts
  • Resolution granting discharge to the governing bodies
  • Resolution on the allocation of the result

2 business days, in Word and PDF

890CHFexcl. VAT

Shareholders' agreement

What the articles do not say: who can leave, at what price, and who decides what.

  • Pre-emption rights and approval clauses
  • Exit, exclusion, and the method for valuing the shares
  • Deadlock clauses and dispute resolution
  • Governance: what requires unanimity, what a majority suffices for

5 business days, in Word and PDF

What every price includes

Seven written guarantees, and a year of follow-up advice.

Our prices are higher than a document forwarder's. Here is exactly what they buy, and what we refund if we fail to deliver it. Full detail on the Guarantees page.

Included

12 months of follow-up advice

Any question about the document delivered, for twelve months, answered in writing within two business days. As many questions as needed, free of charge.

Included

Legal updates free for 12 months

If a law affecting your document changes within the year, we tell you and update the document free of charge.

Refunded

Deadline guaranteed or refunded

The deadline stated on every service. If we miss it through our own fault, you are refunded and we still deliver.

Refunded

Refusal by an office refunded

If an office refuses the request, full refund, official fee included. We check admissibility before filing.

See the seven guarantees

FAQ

Questions about incorporation

Does Clairdex replace the notary?

No. Incorporating a GmbH/Sàrl or an AG/SA requires a public deed drawn up by a notary. Clairdex prepares the articles, the deed and the documents so that the appointment with the notary is short and without back-and-forth, which reduces their fees.

How much does incorporation cost?

Commercial register fees and notary fees vary by canton and capital. Clairdex shows your canton's estimate and the list of costs to expect, without charging you anything beyond the subscription.

What about a foreign entrepreneur?

A Swiss company must have at least one representative domiciled in Switzerland. Before registration, the name check avoids filing a name already taken; once registered, the company bids on public tenders with the documents we obtain, and the governance audit checks that its mandatory registers are kept. Clairdex explains this requirement, the residence and work permits concerned, and the steps that differ for a non-resident founder.

A question before ordering?

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