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Switzerland
Limited Liability Company (GmbH / Sàrl)
Stock Corporation (AG / SA)
| General | ||
| Type of Company | AG | GmbH |
| Average timeframe to set up a new company | 2 - 3 weeks | 2 - 3 weeks |
| Average timeframe to activate shelf company | N/A | N/A |
| Migration of domicile possible? | Yes | Yes |
| Corporate Requirements | ||
| Standard authorised share capital | CHF 100,000 | CHF 20,000 |
| Bearer shares allowed? | Yes if share capital fully paid up | No |
| Minimum number of shareholders | Three | Two |
| Minimum number of directors | One | One |
| Corporate directors permitted? | No | No |
| Local directors required? | Yes | Yes |
| Local meeting required? | Yes | Yes |
| Company secretary required? | No | No |
| Taxation | ||
| Corporate tax rate | variable (approx. 3.9% to 25%)4) | |
| Ordinary tax base | worldwide income | |
| Tax exemptions | special tax status may be negotiated for certain types of activity | |
| Withholding tax on dividends - tax rate | 35% | |
| Withholding tax on interest - tax rate | 35% | |
| Withholding tax on licence fees and royalties | None | |
| Double taxation treaties | more than 70 | |
| Value Added Tax rate | 7.5% | |
| Disclosure and Reporting Requirements | ||
| Disclosure of beneficial owner | No | No |
| Government register of directors | Yes | Yes |
| Government register of shareholders | No | Yes |
| Annual return | Yes | Yes |
| Submission of accounts | Yes | Yes |
| Audit required? | Yes | No |
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| Type of company | AG | GmbH | AG | GmbH | |
| Incorporation Fee1) | 4,500 | 4,500 | |||
| Government Tax | variable | variable | Government Tax | variable | variable |
| Domicile Fee | 1,500 | 1,500 | Domicile Fee | 1,500 | 1,500 |
| Annual Administration2) | 2,500 | 2,500 | Annual Administration2) | 2,500 | 2,500 |
| Annual Tax Return2) | 2,500 | 2,500 | Annual Tax Return2) | 2,500 | 2,500 |
| Annual Audit2) | 2,500 | 2,500 | |||
| Total 1st Year1) CHF | 11,000 | 11,000 | Total Annual Maintenance1) CHF | 9,000 | 9,0001) |
| Nominee Shareholder | 300 | 300 | Nominee Shareholder | 300 | 300 |
| Director's Fee3) | 5,000 | 5,000 | Director's Fee3) | 5,000 | 5,000 |
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Note: all fees are quoted in Swiss Franks (CHF). Currency Converter 1) Does not include registry of commerce fees and fees for notarisation of documents (approximately CHF 1,700 when incorporating with the minimum share capital of CHF 100,000). 2) Estimated minimum fees - there is no actual minimum fee as these fees are entirely time-based. Local VAT at a rate of 7.5% applies. 3) Minimum fee for a Swiss resident professional director - annual fee will depend on the work involved. For a stock corporation (AG), a majority of directors have to be Swiss citizens resident in Switzerland. For a Limited Liability Company (GmbH), there must be at least one Swiss citizen director resident in Switzerland with full signatory power. 4) As an example, we have calculated the cantonal and federal taxes for a tax-privileged company domiciled in the Canton of Zug under following assumptions: - total equity capital Cantonal and communal profit taxes Federal taxes Total = CHF 67'500 = 9.02%
Kirchgasse 22 8001 Zurich Poststrasse 6 6300 Zug
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