International businesspeople who want to benefit from Switzerland’s location without residing there find creating a joint stock corporation (JSC) there appealing. This article covers everything you need to know about establishing a Swiss JSC as a foreigner.

Important points:

• Even without a domicile requirement, Foreign businesspeople can form a JSC in Switzerland even if they do not live there.
• Excellent standing and adaptable capital structure: A joint stock company, or JSC, provides private asset protection and permits a distinct division between owners and management.
• Time is saved, and all formalities are completed without hiccups when competent assistance is provided.

Why establish a Swiss JSC?

The JSC is the ideal business structure for businesses that aim for global expansion and investor security. Several benefits set a Swiss JSC apart from other legal structures:

• Flexible share capital: Joint stock businesses can raise money more readily or draw in new investors with a minimum capital of CHF 100,000. The share structure allows investors to be attracted to the business without their operational involvement.
• Asset protection and liability: Liability is capped at the amount of donated share capital. This safeguards the shareholders’ personal assets while guaranteeing the AG’s financial stability.
• Respected and well-known worldwide: a Swiss joint stock company is highly respected globally, which is especially helpful when attracting clients and partners from other countries.

Can a JSC be formed without a Swiss address?

Yes, foreigners can quickly establish a JSC there even if they don’t live in Switzerland. There are a few crucial conditions to take into account:

• Swiss Board of Directors: The Board of Directors must have at least one permanent member in Switzerland. This individual may serve as an external representative or as a trustee.
• Proof of capital requirement: The necessary share capital must be deposited in a Swiss bank account before the business is formally registered.

These rules allow foreign business owners to operate a JSC in Switzerland without having to relocate permanently. Swiss law also permits the hiring of foreign managers as long as there is a local board of directors. For details on company registration, refer to the Swiss Commercial Register (Zefix), Switzerland’s official company database.

For those seeking a simpler and more cost-effective alternative, forming a Swiss LLC (GmbH) as a non-resident might be a viable option. The Swiss LLC requires lower capital and offers flexibility while still allowing foreign ownership. Learn more about establishing a Swiss LLC as a non-resident.

What benefits can a Swiss joint-stock corporation offer?

• Tax benefits and planning security: Switzerland provides worldwide tax agreements and stable tax planning, which is essential for a multinational corporation.
• Benefits from cantonal taxes: The JSC may be eligible for favourable tax treatment, contingent on the canton. Careful site selection makes optimizing the tax burden possible.
• Double taxation agreements (DTAs): Agreements with more than 100 nations shield profits from being taxed in Switzerland and their country of origin. This simplifies tax planning and provides tax benefits for businesses that operate worldwide.
• Flexibility in ownership structure and capital absorption: A JSC provides a range of options for capital raising and ownership structure modification.
• Simple share transferability: Since shares are easily transferable, new investors can be admitted more quickly. To accommodate various investor interests, the JSC may also issue a variety of share kinds, including preferred and common shares.
• Capital increase options: JSCs can raise capital by issuing new shares, which appeals to businesses with expansion goals.
• Stable framework and legal conditions: Swiss law fosters a transparent business environment and provides exceptional legal certainty.
• Effective legal system: Switzerland boasts one of the best legal systems in the world, protecting businesses with just and quick judicial proceedings.
• Safe location: Switzerland’s economic strength and political stability as a neutral state are crucial for joint-stock firms’ long-term growth and prosperity.

What does law set forth the requirements?

• Minimum capital: A minimum capital of CHF 100,000 is needed to create a JSC. Before formation, you must deposit at least 50%, or CHF 50,000, in a designated bank account. To ensure legal proof, the capital is split into shares and entered into the business register.
• Local Board of Directors: The director’s board members must be Swiss citizens. This individual formally represents the business and ensures the JSC always conforms with Swiss laws. A trustee may also be appointed to a board of directors to fulfil this criterion. We can assist you.
• Registered office: Switzerland is the required location for the JSC’s registered office. However, it is not necessarily required to be physically present. Many businesses use a domiciliation service, which acts as the JSC’s official address. Establishing a permanent place of business guarantees legal and tax transparency and a link to Switzerland.

The establishment process and expenses

Typically, it takes two to four weeks to establish a joint stock corporation. Expect the following procedures and expenses:

• Planning and consulting: Expert assistance is recommended for a solid foundation. Depending on the provider and extent, these services may have different prices.
• Notary and registration fees: CHF 2,000 to CHF 3,000 is typically required for notarial certifications and commercial register entry.
• Proof of capital and account setup: Before the JSC is formally registered, the required share capital must be transferred to a blocked account at the time of formation. To open a Swiss corporate account, you can check resources from the Swiss Banking Association (SBA)

Why using our assistance can make the startup process easier

If you rely on knowledgeable assistance, forming a stock corporation in Switzerland can be completed quickly and effectively. We handle every step of the startup procedure for you and guarantee a stress-free transaction.

The advantages of using our service for you:

• Complete processing and document creation: We care for everything, from consultation and document submission to corresponding with authorities and notaries.
• Tax planning and optimal site selection: we will work with you to determine the best site and offer guidance on your JSC’s tax structure.
• Experience and speed: Our established collaboration with authorities and notaries ensures a quick and simple establishment.

With GERAI LTD, you can create your Swiss JSC quickly and easily, free from red tape. We handle every step of the procedure, ensuring that you are ready for a prosperous start in Switzerland.