26.11.2025 • 20 min read
Swiss AG Formation: Requirements, Costs and Timeline
SwissFirma registers a Swiss AG for residents and non-residents from CHF 5,000 plus the statutory CHF 100,000 share capital, completing registration in 2–4 weeks.
SwissFirma registers a Swiss AG (Aktiengesellschaft) for residents and non-residents, from CHF 5,000 for the formation service plus the statutory CHF 100,000 share capital (CHF 50,000 payable upfront). Registration runs 2–4 weeks from signed documents to an active company with a UID number, as of September 2026. An AG suits investor-facing ventures and founders who want shareholders to stay off the public Commercial Register; for a lower-capital, cost-sensitive setup, compare it with a GmbH formation in Switzerland.
This page covers requirements, the registration process, and costs for a Swiss AG specifically. For company formation in Switzerland generally, including the full package comparison, see the company formation in Switzerland hub page.
Swiss AG formation at a glance
| Package | Price from | Timeline | Includes |
|---|---|---|---|
| Basic Setup | CHF 5,000 | 2 weeks | Name check, articles of association, notarisation, Commercial Register entry, UID number — for residents or founders with an existing Swiss-resident director |
| Standard Package | CHF 15,000 | 2–3 weeks | Everything in Basic, plus a nominee director, registered office in Zug or Zürich, mail handling and bank account coordination — for non-residents |
| Turnkey Solution | CHF 25,000 | 3–4 weeks | Everything in Standard, plus VAT registration, monthly bookkeeping and annual financial statements |
Share capital (CHF 100,000, of which CHF 50,000 must be paid in upfront) is separate from these fees and is not part of SwissFirma's service charge. Full package details: view all packages.
Choosing the right legal structure: AG vs. GmbH
The first and most consequential decision for any entrepreneur registering a company in Switzerland is selecting the appropriate legal form. For most commercial ventures, this choice comes down to two structures: Aktiengesellschaft (AG), the Swiss public limited company, and Gesellschaft mit beschränkter Haftung (GmbH), the limited liability company. Each serves distinct business needs, capital structures, and growth strategies. Those choosing the lighter alternative can follow the GmbH formation guide instead.
The AG is Switzerland's "gold standard" corporate form—prestigious, flexible, and designed for scalability. It requires higher minimum capital (CHF 100,000) but offers shareholder anonymity and unrestricted share transferability, making it ideal for companies planning to attract investors or eventually list on a stock exchange. The GmbH, by contrast, is simpler and more cost-effective, requiring only CHF 20,000 in fully paid capital. It suits small to medium-sized businesses, family enterprises, and startups with limited budgets. However, GmbH participants' names are publicly registered, and share transfers require approval from other members.
Key differences at a glance: AG vs. GmbH
| Criterion | AG (Aktiengesellschaft) | GmbH (Gesellschaft mit beschränkter Haftung) |
|---|---|---|
| Minimum Share Capital | CHF 100,000 (minimum CHF 50,000 paid at registration) | CHF 20,000 (fully paid at registration) |
| Shareholder/Member Requirements | Minimum one shareholder (individual or legal entity, any nationality) | Minimum one member (individual or legal entity, any nationality) |
| Ownership Anonymity | High: shareholder names not published in Commercial Register | Low: member names publicly registered |
| Share Transfer Process | Freely transferable unless restricted by articles of association | Requires approval of general meeting and registration in Commercial Register |
| Management Residency Requirements | Minimum one director with signing authority must be a Swiss resident director | Minimum one managing director must be Swiss resident |
| Reputation and Prestige | Higher prestige; preferred by investors and for international operations | Practical and cost-effective; common for SMEs and family businesses |
AG
- Min. Share Capital CHF 100,000
- Ownership Anonymity High
- Share Transfer Freely transferable
- Ideal For Investors, Holdings
GmbH
- Min. Share Capital CHF 20,000
- Ownership Anonymity Low
- Share Transfer Approval required
- Ideal For SMEs, Startups
This comparison highlights the trade-offs. AG offers greater flexibility and prestige at a higher capital cost, while GmbH provides simplicity and lower entry barriers with reduced privacy and transfer flexibility. Your choice should align with your business model, funding strategy, and long-term goals.
Swiss AG (Aktiengesellschaft) formation requirements
The Swiss Corporation (Aktiengesellschaft) is the most common legal form for Swiss enterprises and the preferred structure for companies with international ambitions. Recognised as a separate legal entity with limited liability, the AG requires a minimum share capital of CHF 100,000, of which at least 20%—but no less than CHF 50,000—must be paid up at registration. This capital requirement, while substantial, signals financial credibility and attracts serious investors.
The AG's key advantages include shareholder anonymity (names are not publicly disclosed), ease of share transfer, and suitability for raising capital through equity issuance. It is the standard form for companies planning to go public, attract venture capital, or establish holding structures. However, the higher capital threshold and mandatory audit requirements (for companies exceeding certain size thresholds) add complexity and cost compared to GmbH.
From a regulatory perspective, the AG must maintain a Swiss legal address and appoint at least one director with signing authority who is a Swiss resident. Corporate tax rates are competitive: the federal tax rate is 8.5% (effective approximately 7.83% on pre-tax profit). The total tax burden combines federal, cantonal, and municipal taxes, which vary by canton.
"The AG is not just a legal structure—it's a signal of stability and scalability. For companies planning to attract institutional investors or expand internationally, the AG's prestige and flexibility are unmatched." — Markus Pritzker, Corporate Arbitrator
Who is an AG best for? (ideal candidate profile)
Venture-Backed Startups
Ideal for fundraising rounds and issuing shares to multiple investors.
International Holdings
Perfect for managing subsidiaries and assets across different jurisdictions.
Confidential Ownership
Shareholder identities are not publicly disclosed, ensuring privacy.
Public-Ready Companies
The standard legal form for businesses planning to list on a stock exchange.
Key requirements for Swiss AG formation
Registering an AG in Switzerland involves meeting specific legal requirements under the Swiss Code of Obligations:
- Share Capital: Minimum CHF 100,000, with at least CHF 50,000 (20%) paid at registration. Unpaid capital may be called up by company organs as provided in the articles of association and Code of Obligations.
- Shareholders: Minimum one shareholder (individual or legal entity, any nationality). Shareholder names are not published in the Commercial Register.
- Directors: Minimum one director. At least one director with signing authority must be a Swiss-resident director.
- Registered Office: A registered address in Switzerland is mandatory; domiciliation (c/o) with a licensed provider is permitted, subject to cantonal and registry requirements.
- Articles of Association: Must be notarized by a Swiss notary and include company name, purpose, share capital structure, and governance provisions. Documents are typically drafted in one of Switzerland's official languages (German, French, Italian); English may be accepted at the discretion of the notary or canton.
- Auditor: Companies meeting two of three criteria (revenue >CHF 20 million, balance sheet >CHF 10 million, >50 employees) require full statutory audit; smaller companies may opt for limited review. Micro-companies (<10 full-time employees) may opt out of audit with unanimous shareholder consent.
These requirements are based on the Swiss Code of Obligations. For official information, consult the Federal Act on the Amendment of the Swiss Civil Code (Part Five: The Code of Obligations).
Swiss GmbH formation as the AG alternative
A Swiss GmbH needs only CHF 20,000 in fully paid-in capital, against the AG's CHF 100,000 (CHF 50,000 upfront) — but member names are published in the Commercial Register, where AG shareholders can stay private. Choose a GmbH if you are cost-sensitive, do not need to raise outside investment, and are comfortable with public ownership disclosure; choose an AG if you want investor credibility or shareholder confidentiality. Full requirements, costs and process: GmbH formation in Switzerland.
The Swiss company formation process: a 5-step guide
Registering a company in Switzerland follows a standardised, transparent process governed by federal and cantonal law. The entire procedure typically takes 7 to 15 working days from document submission to receiving the registration certificate, though preparation and bank account opening can extend the timeline to 2–3 weeks. Below is a step-by-step breakdown of the process, applicable to both AG and GmbH formations.
Name Verification & Preparation
Capital Deposit Bank Account
Notarization of Articles
Filing with Commercial Register
Post-Registration Compliance
Step 1: company name verification and preparation
The first step is selecting and verifying your company name. Swiss law requires that the name be unique, not misleading, and include the legal form designation (AG or GmbH). Certain words—such as "Switzerland," "International," "Bank," "Insurance," or "Fund Management"—are restricted and require specific licences.
Name availability is checked through Zefix, the Central Business Name Index maintained by the Swiss Commercial Register. Zefix allows you to search by business name, canton, and legal form to ensure your chosen name is not already registered or too similar to an existing entity. While Zefix data is publicly accessible, it does not have legal force without official confirmation from the cantonal Commercial Register.
Step 2: opening a capital deposit bank account
Before registration, you must deposit the minimum share capital into a blocked (escrow) bank account at a Swiss bank. For GmbH, the full CHF 20,000 must be deposited; for AG, at least CHF 50,000 (20% of the CHF 100,000 minimum) must be paid.
Swiss banks require extensive documentation for non-residents: apostilled founding documents, passports of all directors and shareholders, proof of residential address, confirmation of the legal origin of funds, and completed bank application forms.
The bank will issue a certificate confirming the deposit, which is required for notarization and registration. The account remains blocked until the company is officially registered, after which the funds become available for business use.
The process can take several weeks to 1–2 months, depending on the bank's compliance procedures and the completeness of your documentation. Some banks may require video calls for identity verification.
Step 3: drafting articles of association & notarization
The articles of association (Statuten) define the company's name, registered office, business purpose, share capital structure, governance provisions and amendment procedure. They are typically drafted in German, French or Italian (English at the notary's or canton's discretion) and must be notarised by a Swiss notary, who verifies the founders' identity, confirms the capital deposit and certifies the founding documents. Founders who cannot attend in person may appoint a local representative under a notarised power of attorney.
Step 4: filing with the Commercial Register
Once the articles are notarised, the complete registration package — application, notarised articles, public deed of incorporation, bank certificate confirming the capital deposit, identification documents and specimen signatures of authorised signatories — goes to the Commercial Register (Handelsregisteramt) of the canton where the company will be domiciled.
The Commercial Register reviews the documents for compliance with Swiss law. Processing times vary by canton but typically range from 5 to 15 working days. Upon approval, the company is officially registered, receives a Unique Enterprise Identification Number (UID), and is published in the Official Swiss Commercial Gazette.
Step 5: post-registration obligations (VAT, social security)
After registration, the company must fulfil several post-registration obligations:
- VAT registration: mandatory within 30 days of exceeding CHF 100,000 annual turnover (CHF 250,000 for certain non-profits); standard rate 8.1%.
- Social security registration (AHV/AVS): mandatory for all employers and self-employed individuals, regardless of turnover.
- Permanent bank account: opens once registered, giving access to the deposited capital.
- Auditor (if required): companies meeting statutory thresholds must appoint a licensed auditor.
Swiss AG formation cost: a detailed breakdown
Understanding the full cost structure of company registration in Switzerland is critical for budgeting and financial planning. Costs vary by canton, legal form (AG or GmbH), and the complexity of your corporate structure. Below is a detailed breakdown of typical expenses.
| Expense Item | Approximate Cost (CHF) | Comment |
|---|---|---|
| Notary Fees | 300–500 | Varies by document volume and complexity |
| Commercial Register Fees | 1,000–2,500 | Depends on canton (e.g., Zurich, Zug, Geneva) |
| Stamp Duty (for capital >CHF 1M) | ~1% of capital | Applies only to AG with capital exceeding CHF 1 million |
| Bank Account Opening | 0–200 | Some banks charge setup fees; others waive them |
| Legal/Consulting Services | 1,500–2,500 | For document preparation, filing, and advisory |
| Total (GmbH) | 3,500–6,000 | Excluding share capital |
| Total (AG) | 5,000–8,000 | Excluding share capital and stamp duty |
Important Note: The figures above are indicative and may vary depending on the canton, the complexity of the articles of association, and the service provider. For example, registration in Zug (known for low taxes and business-friendly policies) may cost more due to higher demand, while cantons like Vaud offer lower fees. Always request a detailed quote from your legal advisor or registration agent.
Annual maintenance costs
Beyond initial registration, Swiss companies incur ongoing compliance and operational costs:
| Expense Item | Approximate Annual Cost (CHF) | Comment |
|---|---|---|
| Registered Address (Domiciliation) | 1,000–1,500 | Required for all companies |
| Accounting & Bookkeeping | 1,500–3,000 | Depends on transaction volume |
| Swiss-Resident Director | 4,500–9,000 | Nominee director services |
| Statutory Audit (if required) | 3,000–8,000 | For companies exceeding thresholds |
| Company Secretary | 1,200–2,400 | Secretarial support and compliance |
| Total Annual (GmbH) | 8,200–15,900 | Excluding payroll and operational costs |
| Total Annual (AG) | 10,700–24,900 | Including audit for larger companies |
Our Swiss company formation services
Non-residents typically get stuck on three points: finding a Swiss-resident director, opening the capital-deposit bank account, and notarising documents correctly for their canton. SwissFirma's three fixed-price packages (CHF 5,000–25,000, see the table above) cover exactly these gaps, from basic registration support to a full turnkey solution with ongoing accounting.
When a Swiss AG does not apply: alternative structures
While AG and GmbH are the most common corporate forms in Switzerland, other structures serve specialised purposes, particularly for asset protection, estate planning, and individual entrepreneurship.
Swiss family trust: formation and requirements
Switzerland recognises foreign trusts under the Hague Trust Convention but has no domestic trust law; Swiss residents typically use a family foundation (Stiftung) or a Liechtenstein/Jersey trust with Swiss banking instead. Neither structure suits active trading — they exist for asset protection and succession planning, not for running a business, so they are not a substitute for an AG or GmbH.
Sole proprietorship (Einzelunternehmen): for the individual entrepreneur
The sole proprietorship is Switzerland's simplest form of business, designed for freelancers, consultants, and individual entrepreneurs. Key characteristics include:
- No Minimum Capital: No capital requirement to start.
- Unlimited Personal Liability: The owner's personal assets are fully liable for business debts.
- Simple Registration: Mandatory registration in the Commercial Register only if annual turnover exceeds CHF 100,000; otherwise optional.
- Residency Requirement: The entrepreneur must be a Swiss resident or hold a valid residence/work permit.
- Simplified Accounting: Allowed for turnovers under CHF 500,000; full bookkeeping required above this threshold.
Sole proprietorships are ideal for low-risk, service-based businesses but offer no liability protection or tax optimisation compared to AG or GmbH.
SwissFirma vs doing it yourself
Registering an AG yourself costs less in fees — the itemised notary, Commercial Register and legal costs above run CHF 5,000–8,000 excluding share capital and stamp duty — but it shifts the execution risk onto you. The three most common self-filing failures: a name rejected at Zefix after the founding deed is already drafted, a notary refusing articles of association that were not adapted to cantonal practice, and a capital-deposit bank account that will not release funds because no Swiss-resident director was in place to receive the Commercial Register confirmation. Each failure adds two to six weeks and, in the worst case, forfeited notary fees.
SwissFirma's flat CHF 5,000–25,000 packages fold in the Swiss resident director, registered address in Switzerland and company secretary services in Switzerland that non-residents cannot self-provide, at close to the same underlying government and notary cost shown above. Do it yourself if you already have a Swiss-resident director, a deposit account, and Swiss legal counsel lined up; use SwissFirma if any one of those three is missing — which is the case for most non-resident founders.
Your next steps to a successful Swiss business
Switzerland offers unparalleled advantages for business registration: political stability, legal certainty, access to European markets, and competitive tax rates. Whether you choose an AG for scalability and prestige or a GmbH for simplicity and cost-effectiveness, the process is transparent and efficient when properly managed.
The key to success is preparation: understanding the legal requirements, budgeting for all costs, and securing professional support to manage residency rules and banking procedures. With the right structure and expert guidance, you can establish a Swiss company in as little as 3 weeks and position your business for long-term growth in one of the world's most stable jurisdictions.
Ready to start? Order a callback for a consultation and a written cost estimate for your specific structure.
Official sources
Authoritative Swiss federal references for the information on this page:
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View service packages from CHF 5,000 →How long does the Swiss company formation process take?
The process typically takes 7 to 15 working days from document submission to receiving the registration certificate. However, preparation (name verification, document drafting) and bank account opening can extend the total timeline to 2–3 weeks. With professional support, the entire process can be completed within 3 weeks.
Can a foreigner open a company in Switzerland?
Yes. Foreign nationals can establish a company in Switzerland without restrictions on nationality. However, at least one director (for AG) or managing director (for GmbH) with signing authority must be a Swiss resident (holding a valid residence permit or Swiss citizenship). Non-residents can appoint a local representative or use nominee director services.
What is the minimum share capital for an AG and GmbH?
For AG, the minimum share capital is CHF 100,000, with at least CHF 50,000 (20%) paid at registration. For GmbH, the minimum is CHF 20,000, fully paid at registration.
Do I need to travel to Switzerland to register a company?
Not necessarily. Most procedures can be completed remotely through a trusted representative or legal firm with a notarized power of attorney. However, some banks may require an in-person meeting for account opening, depending on their compliance policies.
What are the tax rates for Swiss companies?
The federal corporate income tax rate is 8.5% (effective approximately 7.83% on pre-tax profit). Total tax burden combines federal, cantonal, and municipal taxes, varying by canton. Effective rates range from approximately 11.85% in Zug to over 20% in some cantons. Withholding tax on dividends is 35%, but participation exemption and double taxation treaties can reduce or eliminate this for qualifying structures.
Is a physical office required?
A registered address in Switzerland is mandatory. Domiciliation (c/o) with a licensed provider is permitted, subject to cantonal and registry requirements. Virtual offices without a physical presence are generally not accepted.
What is the difference between a branch and a subsidiary?
A branch is an extension of a foreign company operating in Switzerland without separate legal personality. A subsidiary is a separate Swiss legal entity (AG or GmbH) owned by a foreign parent. Branches are simpler to establish but offer less liability protection and tax flexibility compared to subsidiaries.
Can I convert a GmbH to an AG?
Yes. Conversion from GmbH to AG is possible and involves amending the articles of association, increasing capital to meet AG requirements (CHF 100,000), and re-registering with the Commercial Register. The process requires notarization and approval by all members.
What are the audit requirements?
Companies meeting two of three criteria (revenue >CHF 20 million, balance sheet >CHF 10 million, >50 employees) require full statutory audit. Smaller companies may opt for limited review. Micro-companies (<10 full-time employees) may opt out of audit with unanimous shareholder or member consent.
What are common mistakes to avoid?
Common mistakes include: choosing the wrong legal form (GmbH vs. AG), selecting an unsuitable canton, incomplete KYC documentation for bank account opening, errors in articles of association, failing to appoint a Swiss-resident director, and missing post-registration deadlines (VAT, AHV/AVS).
How much does it cost to maintain a Swiss company annually?
Annual costs include: registered address (CHF 1,000–1,500), accounting (CHF 1,500–3,000), Swiss-resident director (CHF 4,500–9,000), audit if required (CHF 3,000–8,000), and company secretary (CHF 1,200–2,400). Total annual costs range from CHF 8,200 to CHF 24,900 depending on company size and structure.
What is the role of a Swiss-resident director?
A Swiss-resident director is legally required for all AG and GmbH companies. The director must hold a valid Swiss residence permit or citizenship and is responsible for signing authority, compliance with Swiss law, and representing the company to authorities. Nominee director services are available for non-resident shareholders.
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