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Firmbase
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Company formation in Switzerland

Firmbase prepares the formation documents for your GmbH or AG, organises and coordinates the notarisation and files the application with the commercial register office.

GmbH and AG CHF 497 excl. VAT, notary fees included.

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What Firmbase takes care of in a formation

A GmbH or AG comes into existence when it is entered in the commercial register. Before that, the founders declare in a public deed that they are forming the company, adopt its articles of association and appoint its officers; by then the capital is already held in a capital deposit account. We prepare all required documents, including the articles of association and the draft public deed, and organise and coordinate the notarisation with the notary. The founders are represented there under a power of attorney that we prepare.

Before we prepare the documents, we check that the company name is permissible and available, and we word the purpose so that the commercial register office can enter it. The documents depend on the information you provide: the legal form, the company's address, whether the founders are individuals or companies, and whether the company has an auditor. After the notarisation, we file the application with the commercial register office.

Process up to the commercial register entry

  1. Record

    Enter the legal form, company name, seat, purpose, capital, founders and officers online

    Who
    You

  2. Documents

    We check the company name and purpose and prepare the documents

    Who
    Firmbase

  3. Capital payment

    You pay the capital into a capital deposit account; the bank confirms the deposit

    Who
    You, bank

  4. Sign

    You sign the powers of attorney, declarations and application

    Who
    You

  5. Notarisation

    We organise and coordinate the notarisation of the formation with the notary

    Who
    Firmbase

  6. Entry

    Filing with the commercial register office, entry and publication in the SOGC; the bank then releases the capital

    Who
    Firmbase, commercial register office

GmbH, AG or sole proprietorship

Every company formation starts with the choice of legal form. In a GmbH and an AG only the company's assets are liable for its debts; in a sole proprietorship the owner is liable with all of their private assets. A GmbH and an AG need capital and a notarised formation for this; a sole proprietorship needs neither.

  • GmbH: For companies whose owners work in the business

    • CAPCHF 20'000 share capital, paid in full.
    • VISMembers appear by name in the commercial register.
    • GOVA managing director — a lean governance structure.
    • COSTLower capital threshold and less day-to-day formality.
    • FITOwner-managed SMEs and service businesses.
    • MINUSOwnership changes need a written agreement and are entered in the commercial register.
    The GmbH in detail →

  • AG: For companies with investors or changing shareholders

    • CAPCHF 100'000 share capital, at least CHF 50'000 paid in at the start.
    • VISShareholders are not entered in the commercial register; changes stay private.
    • GOVA board of directors — stronger governance for investors.
    • FLEXShares transfer easily — investors join more easily.
    • FITInvestor-ready structures and later financing rounds.
    • MINUSHigher capital threshold and slightly more formality.
    The AG in detail →

  • Sole proprietorship: For starting alone and without capital

    • CAPNo minimum capital, no notarisation.
    • VISRegistration is voluntary; mandatory from CHF 100'000 in annual revenue.
    • GOVNo corporate bodies — you run and decide alone.
    • FITSolo starts and side businesses with manageable risk.
    • MINUSYou are personally liable without limit — including private assets.

The same for GmbH and AG

  • LIABOnly the company's assets are liable for its debts, not the private assets of its members or shareholders.
  • REPA board member, managing director or executive officer resident in Switzerland must be able to represent the company.
  • AUDITWith the consent of all owners, the limited audit can be waived up to ten full-time positions.

The GmbH

A limited liability company (GmbH) needs share capital of at least CHF 20'000, paid in full at formation. Its members are entered in the commercial register with their shares, and anyone who transfers shares needs a written assignment agreement and, unless the articles of association provide otherwise, the consent of the members' meeting. By law the members manage the company jointly unless the articles provide otherwise. This makes the GmbH a good fit for companies whose owners work in the business themselves and whose circle of members stays small. More under Form a GmbH.

The AG

An AG needs share capital of at least CHF 100'000. At formation, 20 per cent of the nominal value of each share must be paid in, at least CHF 50'000 in total; the company can call in the rest later. The shareholders are not entered in the commercial register; the members of the board of directors and the authorised signatories are. Because a change among the shareholders does not affect the commercial register, the AG suits companies with investors or changing shareholders. More under Form an AG. The founders are, however, named in the deed of incorporation, which is one of the public supporting documents.

The sole proprietorship

A sole proprietorship comes into existence as soon as one person alone takes up a self-employed activity; it needs no articles of association, no capital and no notary. It is not a legal person of its own, and the owner is personally and fully liable for the business debts. Anyone whose trade generated revenue of at least CHF 100'000 in the last financial year must have the sole proprietorship entered in the commercial register; liberal professions and farmers without a commercially run business are exempt. Below that, registration is voluntary. The business name must contain the owner's surname. If the business grows, it can later be transferred into a new GmbH or AG; more under Convert a sole proprietorship into a GmbH.

Company name, seat, purpose, capital and people

These details appear in the articles of association and in the commercial register. You enter them online; we check them before we prepare the documents.

Company name

The name of a GmbH or AG must contain the legal form and differ clearly from the names of other commercial companies and cooperatives already registered in Switzerland. It must be truthful and must not mislead; if it names an activity, the purpose must cover it. We check the name for permissibility and availability. We guarantee the registration of the name we confirm to you as permissible. Whether a similar earlier company name or a trademark stands in the way is decided by a court in a dispute; check trademarks as well.

Legal seat and business address

The legal seat is the political municipality in which the company is registered. It also needs an address where it can be reached there: its own, such as rented offices, or the address of a domicile provider (c/o address). For a c/o address, a declaration by the domicile provider is part of the application; we prepare this domicile declaration. If your company has no address yet, you can rent a business address in Baar, Zug from Firmbase.

Purpose

The purpose must make the company's field of activity clear to third parties, and the commercial register office adopts it unchanged from the articles of association. We word it so that it covers your activity and fits the company name. A purpose drawn too narrowly would later have to be extended by a notarised amendment of the articles; more under Company changes.

Capital and capital deposit account

The founders pay the capital into a capital deposit account at a bank before the notarisation. The bank holds the money for the future company and confirms the deposit, and this confirmation is presented to the notary at the notarisation. The bank releases the amount only after the entry. From then on it belongs to the company, which can use it to pay salaries, rent or materials, for example; it may not repay the contributions to the founders.

In the standard case the capital is in Swiss francs and paid in cash. We offer formation with a contribution in kind at a fixed price. Send us an enquiry and we will go through the details with you personally. If real estate is part of the contribution, we prepare an individual quote. Capital in a foreign currency is quoted individually.

Founders, board of directors and management

A GmbH or AG can be formed by a single person, and companies can be founders too. Members of the board of directors and managing directors are individuals; if a company is involved, it designates a person to take on the role. The company must be able to be represented by a person resident in Switzerland: for an AG by a member of the board of directors or a director, for a GmbH by a managing director or director. Anyone who signs for the company deposits their signature with the commercial register office.

Founders based abroad will find our offer for international formations.

Auditor

A GmbH or AG with no more than ten full-time positions on annual average can waive the limited audit with the consent of all members or shareholders. The founders can declare this waiver (opting-out) at formation; in the standard case we prepare it. If the company is to have an auditor, it is elected at formation, and the auditor's declaration of acceptance is part of the application.

Scope of services and prices

Formation prices
ServicePrice excl. VAT
Formationformation with cash contributions
GmbHCHF 497
AGCHF 497
Formationcontribution in kind
GmbHCHF 797
AGCHF 797
Individual formations
Capital in a foreign currencyindividual quote
Articles of association with special provisionsindividual quote

All prices excl. VAT.

Contribution in kind without real estate: enquiry. With real estate, we prepare an individual quote.

Included
  • Check of company name and purpose
  • Articles of association, draft public deed, powers of attorney, declarations and application
  • Organisation and coordination of the notarisation, notary fees
  • Submission to the commercial register office
  • Free advice and professional support
Not included
  • Commercial register office fees
  • Bank fees
  • Certification of signatures
  • Cost of an audit confirmation where the law requires one, for example for a contribution in kind

We guarantee the entry in the commercial register. If the office rejects the application, we correct the documents free of charge, with a supplementary notarisation if necessary.

Frequently asked questions

For the formation of a GmbH or an AG you pay Firmbase CHF 497 excl. VAT; documents, organisation of the notarisation and notary fees are included. On top comes the commercial register office's fee for the new entry of CHF 420, plus any outlays; the office invoices it directly to the company. You also pay bank fees for the capital deposit account and any signature certifications. The capital is not a fee; it remains the company's assets.

A GmbH or AG needs a permissible company name, a seat with an address in Switzerland, a purpose, the capital in a capital deposit account, at least one founder and a person resident in Switzerland who can represent the company. For a GmbH at least CHF 20'000 must be paid in full. For an AG the capital is at least CHF 100'000, of which at least CHF 50'000 must be paid in at formation. A sole proprietorship needs neither capital nor a notary.

A sole proprietorship, yes: it comes into existence when you take up the self-employed activity, and it only has to be registered once it has generated revenue of at least CHF 100'000 in the last financial year. A GmbH or AG, by contrast, only comes into existence with the entry in the commercial register, and that requires a notarised formation and paid-in capital.

That depends mainly on how quickly the bank opens the capital deposit account and confirms the payment, when all signatures are in, when the notarisation takes place and how quickly the commercial register office at the seat processes the application. In our experience it takes one to four weeks from entering the details to the entry.

Usually not. The founders are represented at the notarisation under a power of attorney that we prepare; you sign it together with the other documents. We organise and coordinate the appointment with the notary.

The capital deposit account is a bank account into which the founders pay the capital before the notarisation. The bank holds the money exclusively for the future company, confirms the deposit for the formation and releases the amount as soon as the company is entered in the commercial register. The bank's fees are not included in our price.

Yes. After the entry the bank releases the capital, and it is the company's assets, which it can use to pay salaries, rent or materials. It may not repay the contributions to the members or shareholders.

For the entry of a new GmbH or AG the commercial register office charges a fee of CHF 420, plus any outlays; it is not included in our price. The office invoices the company directly. Private companies regularly send invoices that look like those of the commercial register office. You do not have to pay these invoices.

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