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How to Start a GmbH in Switzerland (Step-by-Step)

Starting a GmbH (Gesellschaft mit beschränkter Haftung) in Switzerland is one of the most common ways for entrepreneurs to establish a limited liability company. A GmbH provides legal protection, credibility, and access to Swiss markets.

What is a GmbH?

A GmbH is a legal structure in Switzerland where shareholders are only liable up to the company’s share capital. It is suitable for small to medium-sized businesses and requires a minimum share capital of CHF 20,000.

Legal Requirements

  • Minimum capital: CHF 20,000 fully paid-in.
  • Directors: At least one director must be a Swiss resident.
  • Shareholders: At least one shareholder is required.
  • Company name: Must be unique and end with “GmbH”.

Step-by-Step Process

  1. Choose a company name: Verify availability via the Swiss commercial register.
  2. Draft Articles of Association: Prepare the company statutes with legal assistance if needed.
  3. Deposit capital: Open a capital deposit account and deposit CHF 20,000.
  4. Notary public: Sign the official incorporation documents in front of a notary.
  5. Commercial Register: Submit the documents to the cantonal registry.
  6. VAT & social security: Register for VAT if revenue exceeds CHF 100,000, and set up social security contributions.

Timeline & Costs

The registration process usually takes 2–4 weeks. Costs include notary fees (CHF 500–1,500), registry fees (CHF 600–800), and legal services (optional).

Common Mistakes to Avoid

  • Failing to meet residency requirements for directors.
  • Not preparing a detailed Articles of Association.
  • Underestimating costs for professional services.

Conclusion

Starting a GmbH in Switzerland is a straightforward process if you understand the requirements. With proper planning, you can have your business registered in a few weeks.

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