Go Back   English Forum Switzerland > Living in Switzerland > Business & entrepreneur  
Reply
 
Thread Tools Display Modes
  #1  
Old 09.10.2019, 12:33
Mr.Maquiavelo's Avatar
Senior Member
 
Join Date: Jul 2012
Location: Zurich
Posts: 300
Groaned at 64 Times in 28 Posts
Thanked 221 Times in 108 Posts
Mr.Maquiavelo has no particular reputation at present
How to open a company in Switzerland?

I'd like to open a software company in Switzerland. We're two founders, I'm a Swiss citizen and my best friend who is founding it with me is American. We'd like it to be 90% 10% equity to start. How can I do that? anyone has information or pointers where to go?


My questions would be:
  1. Separate from trademarks, IP, website costs etc. What's the capital needed to open a company in two in Switzerland?
  2. What type of company should it be given that we are two founders and want a clear equity split up 90%, 10%?
  3. As a Swiss company, do we have any constraints selling our software product to US companies? e.g. comparing to selling from an US company?
Another alternative is to open the company in the US but it has some drawbacks as far I can tell:
  • Higher taxes.
  • Risk of getting trolled by Patent trolls which doesn't exist in Switzerland.
Any thoughts, pointers or help greatly appreciated!
Reply With Quote
  #2  
Old 09.10.2019, 13:20
Tilia's Avatar
Forum Legend
 
Join Date: Nov 2007
Location: ZH
Posts: 2,734
Groaned at 79 Times in 43 Posts
Thanked 2,587 Times in 1,170 Posts
Tilia has a reputation beyond reputeTilia has a reputation beyond reputeTilia has a reputation beyond reputeTilia has a reputation beyond reputeTilia has a reputation beyond reputeTilia has a reputation beyond repute
Re: How to open a company in Switzerland?

www.gruenden.ch

GmbH with 20'000 CHF. One puts in 18'000, the other one 2'000. Simple and can be done In a coupl of days. The biggest hurdle is actually to get the bank account.
Reply With Quote
The following 4 users would like to thank Tilia for this useful post:
  #3  
Old 09.10.2019, 13:30
Today only's Avatar
Forum Legend
 
Join Date: Dec 2010
Location: Europe
Posts: 7,884
Groaned at 874 Times in 593 Posts
Thanked 9,834 Times in 4,670 Posts
Today only has a reputation beyond reputeToday only has a reputation beyond reputeToday only has a reputation beyond reputeToday only has a reputation beyond reputeToday only has a reputation beyond reputeToday only has a reputation beyond repute
Re: How to open a company in Switzerland?

Quote:
View Post
www.gruenden.ch

GmbH with 20'000 CHF. One puts in 18'000, the other one 2'000. Simple and can be done In a coupl of days. The biggest hurdle is actually to get the bank account.


No it isn't as majpority sharegholder (90%) is Swiss, it's actually fairly easy.


Go pay and ask an accountant, it will be money very well spent ! Usually if you take the accountant for your company accountant they don't charge for advice.



I advise you take a Swiss fiduciary to submit your tax returns etc asa the authorities ask far less questions if the accounts are prepared and submitted by a professional rathe rthan yourselves. You will save money in the long run.
Reply With Quote
The following 4 users would like to thank Today only for this useful post:
  #4  
Old 09.10.2019, 14:41
Forum Veteran
 
Join Date: Jan 2016
Location: Lugano
Posts: 581
Groaned at 11 Times in 9 Posts
Thanked 640 Times in 299 Posts
LuganoPirate has an excellent reputationLuganoPirate has an excellent reputationLuganoPirate has an excellent reputationLuganoPirate has an excellent reputation
Re: How to open a company in Switzerland?

Have a look at www.startups.ch

Tons of info here on types of company, capital requirements etc.
You can also get discounts on the incorporation costs if you sign up for some of the services, eg. Swisscom.

Good luck with it.
Reply With Quote
The following 4 users would like to thank LuganoPirate for this useful post:
  #5  
Old 09.10.2019, 14:50
aSwissInTheUS's Avatar
Forum Legend
 
Join Date: Nov 2007
Location: Zurich area
Posts: 10,506
Groaned at 81 Times in 72 Posts
Thanked 15,958 Times in 7,067 Posts
aSwissInTheUS has a reputation beyond reputeaSwissInTheUS has a reputation beyond reputeaSwissInTheUS has a reputation beyond reputeaSwissInTheUS has a reputation beyond reputeaSwissInTheUS has a reputation beyond reputeaSwissInTheUS has a reputation beyond repute
Re: How to open a company in Switzerland?

Quote:
View Post
No it isn't as majpority sharegholder (90%) is Swiss, it's actually fairly easy.
Swiss resident?
PS: Any source for this?
Reply With Quote
  #6  
Old 09.10.2019, 14:51
aSwissInTheUS's Avatar
Forum Legend
 
Join Date: Nov 2007
Location: Zurich area
Posts: 10,506
Groaned at 81 Times in 72 Posts
Thanked 15,958 Times in 7,067 Posts
aSwissInTheUS has a reputation beyond reputeaSwissInTheUS has a reputation beyond reputeaSwissInTheUS has a reputation beyond reputeaSwissInTheUS has a reputation beyond reputeaSwissInTheUS has a reputation beyond reputeaSwissInTheUS has a reputation beyond repute
Re: How to open a company in Switzerland?

Starting your own business, information from the Swiss goverment

https://www.kmu.admin.ch/kmu/en/home...-business.html
https://www.kmu.admin.ch/kmu/en/home...-know-how.html
Reply With Quote
  #7  
Old 09.10.2019, 15:03
grumpygrapefruit's Avatar
Forum Legend
 
Join Date: Feb 2007
Location: Zuriwest
Posts: 6,018
Groaned at 37 Times in 36 Posts
Thanked 15,490 Times in 4,071 Posts
grumpygrapefruit has a reputation beyond reputegrumpygrapefruit has a reputation beyond reputegrumpygrapefruit has a reputation beyond reputegrumpygrapefruit has a reputation beyond reputegrumpygrapefruit has a reputation beyond reputegrumpygrapefruit has a reputation beyond repute
Re: How to open a company in Switzerland?

Quote:
View Post
Have a look at www.startups.ch

Tons of info here on types of company, capital requirements etc.
You can also get discounts on the incorporation costs if you sign up for some of the services, eg. Swisscom.

Good luck with it.
Another vote for Startups. I used them 3 years ago for a GmbH and they made it so easy. I also got big discounts off their fee by using some sponsored services.
Reply With Quote
The following 2 users would like to thank grumpygrapefruit for this useful post:
  #8  
Old 09.10.2019, 15:09
Today only's Avatar
Forum Legend
 
Join Date: Dec 2010
Location: Europe
Posts: 7,884
Groaned at 874 Times in 593 Posts
Thanked 9,834 Times in 4,670 Posts
Today only has a reputation beyond reputeToday only has a reputation beyond reputeToday only has a reputation beyond reputeToday only has a reputation beyond reputeToday only has a reputation beyond reputeToday only has a reputation beyond repute
Re: How to open a company in Switzerland?

Quote:
View Post
Swiss resident?
PS: Any source for this?

He does mention he's a Swiss citizen, but yes, tho be utterly precise, you need to be resident in Switzerland.


I thought a Swiss citizen setting up a Swiss company in Switzerland was fairly given that he would be resident here, but you are entirely right, their is a possibility that he would be resident elsewhere.
Reply With Quote
  #9  
Old 09.10.2019, 15:19
aSwissInTheUS's Avatar
Forum Legend
 
Join Date: Nov 2007
Location: Zurich area
Posts: 10,506
Groaned at 81 Times in 72 Posts
Thanked 15,958 Times in 7,067 Posts
aSwissInTheUS has a reputation beyond reputeaSwissInTheUS has a reputation beyond reputeaSwissInTheUS has a reputation beyond reputeaSwissInTheUS has a reputation beyond reputeaSwissInTheUS has a reputation beyond reputeaSwissInTheUS has a reputation beyond repute
Re: How to open a company in Switzerland?

Quote:
View Post
I thought a Swiss citizen setting up a Swiss company in Switzerland was fairly given that he would be resident here, but you are entirely right, their is a possibility that he would be resident elsewhere.
There is actually another possibility: He might not only be Swiss but US-American as well.
Reply With Quote
  #10  
Old 09.10.2019, 15:31
Forum Veteran
 
Join Date: Jan 2016
Location: Lugano
Posts: 581
Groaned at 11 Times in 9 Posts
Thanked 640 Times in 299 Posts
LuganoPirate has an excellent reputationLuganoPirate has an excellent reputationLuganoPirate has an excellent reputationLuganoPirate has an excellent reputation
Re: How to open a company in Switzerland?

Just a thought here. perhaps register the company in the sole name of the Swiss partner, with 100% of the shares. This will create no problems at all. Then when all is settled transfer (sell or give) 10% to the US partner.

Instead of the US partner putting up 10% share capital, you could make an agreement that he loans you the money which will be repaid by 10% of the shares in the new company within say, 60 days of incorporation.
Reply With Quote
  #11  
Old 09.10.2019, 15:45
Mr.Maquiavelo's Avatar
Senior Member
 
Join Date: Jul 2012
Location: Zurich
Posts: 300
Groaned at 64 Times in 28 Posts
Thanked 221 Times in 108 Posts
Mr.Maquiavelo has no particular reputation at present
Re: How to open a company in Switzerland?

Hi everyone! Thank you so much for the pointers and help. Just to be precise: Iím Swiss citizen and Swiss resident and do not have US citizenship nor residence. My friend and co founder in the US is only US citizen and resident and no other nationalities.
Reply With Quote
The following 2 users would like to thank Mr.Maquiavelo for this useful post:
  #12  
Old 09.10.2019, 15:47
Today only's Avatar
Forum Legend
 
Join Date: Dec 2010
Location: Europe
Posts: 7,884
Groaned at 874 Times in 593 Posts
Thanked 9,834 Times in 4,670 Posts
Today only has a reputation beyond reputeToday only has a reputation beyond reputeToday only has a reputation beyond reputeToday only has a reputation beyond reputeToday only has a reputation beyond reputeToday only has a reputation beyond repute
Re: How to open a company in Switzerland?

Quote:
View Post
There is actually another possibility: He might not only be Swiss but US-American as well.

He may even have Swiss/US and North Korean citizenships, we can split hairs for a long time but he does state he is Swiss and he's been here since 2012 and posted 299 times so at my own risk and peril, i will say he probably knows the difficulty that American citizens have here with banks.




Well look at that post just before mine....
Reply With Quote
  #13  
Old 09.10.2019, 15:53
grumpygrapefruit's Avatar
Forum Legend
 
Join Date: Feb 2007
Location: Zuriwest
Posts: 6,018
Groaned at 37 Times in 36 Posts
Thanked 15,490 Times in 4,071 Posts
grumpygrapefruit has a reputation beyond reputegrumpygrapefruit has a reputation beyond reputegrumpygrapefruit has a reputation beyond reputegrumpygrapefruit has a reputation beyond reputegrumpygrapefruit has a reputation beyond reputegrumpygrapefruit has a reputation beyond repute
Re: How to open a company in Switzerland?

Quote:
View Post
Hi everyone! Thank you so much for the pointers and help. Just to be precise: Iím Swiss citizen and Swiss resident and do not have US citizenship nor residence. My friend and co founder in the US is only US citizen and resident and no other nationalities.
I guess the simplest way then is that he is only a shareholder and not a director. That might cause problems with the bank account.
Reply With Quote
This user would like to thank grumpygrapefruit for this useful post:
  #14  
Old 09.10.2019, 16:25
Medea Fleecestealer's Avatar
Forum Legend
 
Join Date: Jul 2011
Location: Switzerland
Posts: 20,490
Groaned at 355 Times in 270 Posts
Thanked 14,965 Times in 8,593 Posts
Medea Fleecestealer has a reputation beyond reputeMedea Fleecestealer has a reputation beyond reputeMedea Fleecestealer has a reputation beyond reputeMedea Fleecestealer has a reputation beyond reputeMedea Fleecestealer has a reputation beyond reputeMedea Fleecestealer has a reputation beyond repute
Re: How to open a company in Switzerland?

If you want a business account then check with your bank whether they'll give you one with an American on board, especially if he's going to be making payments.
Reply With Quote
The following 2 users would like to thank Medea Fleecestealer for this useful post:
  #15  
Old 09.10.2019, 17:56
Mr.Maquiavelo's Avatar
Senior Member
 
Join Date: Jul 2012
Location: Zurich
Posts: 300
Groaned at 64 Times in 28 Posts
Thanked 221 Times in 108 Posts
Mr.Maquiavelo has no particular reputation at present
Re: How to open a company in Switzerland?

Quote:
View Post
If you want a business account then check with your bank whether they'll give you one with an American on board, especially if he's going to be making payments.

Actually this is spot on our situation. I am developing the software product which is almost done and he provides the financing so your comment is a really good heads up.


Would it work better if he is an "investor" who has 10% equity in the company then it's clean and clear, or?
Reply With Quote
  #16  
Old 09.10.2019, 18:01
3Wishes's Avatar
Moderately Amused
 
Join Date: Jul 2010
Location: Bern area
Posts: 9,556
Groaned at 57 Times in 54 Posts
Thanked 15,048 Times in 6,928 Posts
3Wishes has a reputation beyond repute3Wishes has a reputation beyond repute3Wishes has a reputation beyond repute3Wishes has a reputation beyond repute3Wishes has a reputation beyond repute3Wishes has a reputation beyond repute
Re: How to open a company in Switzerland?

Quote:
View Post
Actually this is spot on our situation. I am developing the software product which is almost done and he provides the financing so your comment is a really good heads up.

Would it work better if he is an "investor" who has 10% equity in the company then it's clean and clear, or?
AFAIK if he has signature authority on any accounts with an equivalent balance of 10,000 USD on any day of the year, that information will need to be passed to Uncle Sam via the FBAR reporting system.
Reply With Quote
  #17  
Old 09.10.2019, 18:34
Medea Fleecestealer's Avatar
Forum Legend
 
Join Date: Jul 2011
Location: Switzerland
Posts: 20,490
Groaned at 355 Times in 270 Posts
Thanked 14,965 Times in 8,593 Posts
Medea Fleecestealer has a reputation beyond reputeMedea Fleecestealer has a reputation beyond reputeMedea Fleecestealer has a reputation beyond reputeMedea Fleecestealer has a reputation beyond reputeMedea Fleecestealer has a reputation beyond reputeMedea Fleecestealer has a reputation beyond repute
Re: How to open a company in Switzerland?

Quote:
View Post
Actually this is spot on our situation. I am developing the software product which is almost done and he provides the financing so your comment is a really good heads up.


Would it work better if he is an "investor" who has 10% equity in the company then it's clean and clear, or?
That's something you'll have to discuss with your bank. I know a while back that most of the cantonal banks threw their US customers out and that was personal accounts. Each bank seems to handle the spectre of FACTA and it's banking implications differently so they're the only ones you can tell you for sure.
Reply With Quote
  #18  
Old 10.10.2019, 07:33
Medea Fleecestealer's Avatar
Forum Legend
 
Join Date: Jul 2011
Location: Switzerland
Posts: 20,490
Groaned at 355 Times in 270 Posts
Thanked 14,965 Times in 8,593 Posts
Medea Fleecestealer has a reputation beyond reputeMedea Fleecestealer has a reputation beyond reputeMedea Fleecestealer has a reputation beyond reputeMedea Fleecestealer has a reputation beyond reputeMedea Fleecestealer has a reputation beyond reputeMedea Fleecestealer has a reputation beyond repute
Re: How to open a company in Switzerland?

You'd need to be a GmbH or AG and would need a Swiss resident as a director to be able to have a company here since you're not a Swiss resident yourself.

https://www.kmu.admin.ch/kmu/en/home...s-eu-efta.html

You'd also need CHF20,000 as starting capital for a GmbH

https://www.startups.ch/en/advices/legal-form

and CHF100,000 for an AG.

https://www.startups.ch/en/advices/legal-form
Reply With Quote
  #19  
Old 10.10.2019, 07:33
Forum Veteran
 
Join Date: Oct 2014
Location: Nyon
Posts: 1,793
Groaned at 66 Times in 45 Posts
Thanked 1,749 Times in 901 Posts
bowlie has a reputation beyond reputebowlie has a reputation beyond reputebowlie has a reputation beyond reputebowlie has a reputation beyond repute
Re: How to open a company in Switzerland?

Are you a Swiss resident?
Reply With Quote
  #20  
Old 10.10.2019, 13:33
Forum Veteran
 
Join Date: Dec 2012
Location: Aargau
Posts: 2,180
Groaned at 11 Times in 10 Posts
Thanked 2,796 Times in 1,284 Posts
Mullhollander has a reputation beyond reputeMullhollander has a reputation beyond reputeMullhollander has a reputation beyond reputeMullhollander has a reputation beyond reputeMullhollander has a reputation beyond repute
Re: How to open a company in Switzerland?

Several comments:

1. Legal form of company: a simple partnership could also be setup instead of a legal entity, such as a GmbH or AG.

2. Capital for a GmbH or AG: it can also be possible to buy an existing dormant legal entity instead of founding a new one. There are brokers in CH who specialize in this. Search on "gmbh mantel kaufen".

3. Bank account: many Swiss banks require the new accountholder to complete a form listing the beneficial owners of the legal entity. This is the K2 form that PostFinance uses:

https://www.postfinance.ch/content/d...1030_00_en.pdf
Reply With Quote
The following 3 users would like to thank Mullhollander for this useful post:
Reply




Currently Active Users Viewing This Thread: 1 (0 members and 1 guests)
 
Thread Tools
Display Modes

Posting Rules
You may not post new threads
You may not post replies
You may not post attachments
You may not edit your posts

BB code is On
Smilies are On
[IMG] code is On
HTML code is Off
Trackbacks are Off
Pingbacks are Off
Refbacks are Off


Similar Threads
Thread Thread Starter Forum Replies Last Post
Non EU - Indefinite contract - how to change from Limited to company permit to Open LauVevey Permits/visas/government 1 01.11.2018 12:31
How to open a bank account in Switzerland. Sunshines Daily life 4 19.03.2018 23:16
How to open a bank account for a company from US in EUROS josefig Finance/banking/taxation 10 16.09.2016 16:42
Without open company, how to sell product habeo1984 Business & entrepreneur 6 07.09.2012 14:05
need help- how to open a P.O.Box in Switzerland? kike Daily life 6 08.10.2010 15:30


All times are GMT +2. The time now is 14:31.


Powered by vBulletin® Version 3.8.4
Copyright ©2000 - 2019, Jelsoft Enterprises Ltd.
LinkBacks Enabled by vBSEO 3.1.0