Swiss GmbH Formation
Swiss GmbH — from CHF 20,000.
Simple. Fast. Fully remote.
The GmbH (Gesellschaft mit beschränkter Haftung) is Switzerland's most accessible corporate structure. CHF 20,000 minimum capital — fully paid at incorporation. Simpler governance than an AG, with the same Zug tax advantage of 11.85%. Our advisors manage the entire process remotely via notarised power of attorney.
CHF 20K
Minimum capital
100%
Paid-in at incorporation
2–4 wks
Formation time
11.85%
Zug corporate tax
GmbH Structure
Swiss GmbH — key facts
and legal requirements
GmbH (Gesellschaft mit beschränkter Haftung) — specifications
100% must be paid-in at incorporation — no phased payment option (OR Art. 773). Min. CHF 100 per Stammanteil.
A single natural or legal person can form and own a Swiss GmbH.
All Gesellschafter (members) are named in the ZEFIX commercial register. AG is preferred when privacy matters.
Every transfer of GmbH shares requires a public notary. This restricts liquidity compared to an AG.
At least one Geschäftsführer (managing director) with signing authority must be domiciled in Switzerland.
Full audit required only if ≥2 of: 250+ FTE / CHF 40M+ revenue / CHF 20M+ balance sheet (OR Art. 727).
Faster than AG — lower capital deposit accelerates bank account opening. Shelf GmbH available for 24h transfer.
Online route ~CHF 2,000; traditional notary route up to CHF 8,000. Government fees ~CHF 600 for registry.
GmbH
Recommended for SME / sole founderThe GmbH is Switzerland's most common vehicle for SMEs, single founders, and businesses that prioritise simplicity over privacy. With CHF 20,000 minimum capital fully paid at incorporation, it is the lowest-cost entry into the Swiss corporate landscape.
- Lower capital requirement — CHF 20,000 vs CHF 100,000 for an AG
- Faster formation — bank account opening quicker with lower capital
- Simpler governance — no mandatory three-body structure required
- Full voting rights proportional to share size — simple single-founder control
- Lower ongoing compliance burden for small businesses
- Preferred by Swiss SMEs, sole founders, and family-owned businesses
- Same Zug tax benefits as an AG — 11.85% combined corporate tax
- Same access to Swiss banking, VAT registration, and AHV payroll
Privacy consideration — GmbH vs AG
Unlike an AG, all GmbH members (Gesellschafter) are publicly named in the ZEFIX commercial register. If shareholder privacy is a requirement — for family offices, international holding structures, or HNWI clients — the AG is the correct choice. Both structures are equally valid under Swiss law; the choice depends on the use case.
Full AG vs GmbH comparison →
Key Data
Swiss GmbH — Key Facts
Gesellschaft mit beschränkter Haftung: the SME and founder choice
CHF 20K
Minimum share capital
Full amount must be paid-in at incorporation (unlike AG).
1+
Minimum shareholders
Single-member GmbH permitted since the 2008 OR revision.
2–3 wks
Typical formation time
Shorter than AG — no capital deposit account required.
Notarial
Share transfer
All transfers require notarisation — unlike the AG.
Process
How incorporation works.
Step by step.
Free Consultation
Speak with a Zug advisor. We review your structure goals, recommend the optimal entity type (AG or GmbH), canton, and incorporation strategy. No commitment required.
Document Collection
We send a tailored checklist. Typical requirements: passport copy, proof of address, beneficial ownership declaration (CDB 20 Form A/K). All handled digitally.
Notary & ZEFIX Registration
We prepare articles of association, arrange the notary appointment, deposit share capital at a Swiss bank, and submit to ZEFIX (commercial register). You sign by notarised POA — no travel required.
Post-Incorporation Setup
Banking introduction, VAT registration if applicable, AHV registration for payroll, virtual office activation, nominee director appointment if required. One team handles everything.
Shelf companies skip steps 03 — operational entity within 24 hours via share transfer. 20 AG and GmbH units currently available.
Costs & Timeline
Swiss company formation
costs and timeline
Government and third-party fees
| Item | Fee |
|---|---|
| Handelsregisteramt (commercial register) | ~CHF 600 |
| Notary fee | CHF 600–1,000 |
| Capital deposit bank | CHF 200–500 |
| ZEFIX UID registration | Included |
| VAT registration (MWSTG) | Free |
Professional advisory fees quoted separately on request. All CHF amounts are indicative — verify with cantonal registry.
Formation timeline
| Step | Duration |
|---|---|
| Company name reservation / check | 1 business day |
| Articles of association drafting | 3–7 days |
| Bank account (capital deposit) | 1–30 days |
| Notary appointment | 1 day |
| Handelsregisteramt filing | 7–21 days |
| End-to-end — GmbH | 2–4 weeks |
| End-to-end — AG | 3–6 weeks |
| Shelf company transfer | 24 hours |
Ongoing compliance obligations
Annual accounts
OR Art. 957Every Swiss company must prepare annual financial statements in CHF. AG and GmbH with revenue ≥CHF 500K require ordinary bookkeeping. Audit required if ≥2 of: 250+ FTE, CHF 40M+ revenue, CHF 20M+ balance sheet.
Annual general meeting (AGM)
OR Art. 699AGM must be held within 6 months of year-end for AG; GmbH requires annual Gesellschafterversammlung. Agenda must include approval of accounts and discharge of the board.
VAT filing
MWSTGStandard rate 8.1% (from 1 January 2024). Quarterly or semi-annual filing depending on method (effective or flat-rate). Mandatory registration threshold CHF 100,000 annual revenue.
AHV / social insurance
AHVGEmployers must register with a Swiss compensation office (Ausgleichskasse) and withhold AHV (8.7%), IV (1.4%), EO (0.5%). Employee contribution matched by employer. Applies from first employee.
Corporate tax filing
DBG / StHGAnnual corporate tax return filed with cantonal tax authority. Due date varies by canton — typically 6–9 months after year-end. Zug is known for responsive tax authority and efficient processing.
FAQ
Frequently asked
questions
Precise answers to the most common questions about forming a company in Switzerland. For specific advice on your structure, book a free consultation.
Free consultationSpeed alternative
Need a company operational in 1 day, not 2–4 weeks?
Our shelf company inventory includes pre-registered Swiss AGs from CHF 17,000 across 13 cantons. Transfer completes in 1 business day after KYC — share capital already paid-in.
Official Sources
- OR Art. 772–827 — GmbH Law
Swiss Code of Obligations — GmbH chapter
- ZEFIX — Company Search
Federal commercial register search
- EasyGov — Online GmbH Registration
Official Swiss government online formation portal
- ESTV — Tax Rates by Canton
Swiss Federal Tax Administration — cantonal tax rate comparison
Free Consultation
Ready to incorporate
in Switzerland?
Speak with a Zug advisor. We'll review your structure, recommend the optimal entity type, and outline the timeline. No commitment — no pricing barrier at entry.
Baarerstrasse 25 · 6300 Zug · Switzerland · Est. 2007