SWITZERLAND

Geographical position – in the center of Europe.

The population is nearly 7 million people. The official languages: German, French and Italian.

Political system – a republic. The legal system – Civil Law.

Currency unit - a Swiss Franc CHF (CHF 1.46 / USD).


1

Advantages

A high international reputation of Switzerland.

The opportunity to register a holding company with tax convention benefits, etc.

A large number of tax conventions concluded.

2

Disadvantages

The need to have accounting, submit the annual report with the auditors’ opinion.

A multi-level taxation system, differences in taxation in different cantons.

A comparatively high cost of registration and administration of the Company.

3

Corporate Law

Civil Law

4

The form of a company

Aktiengesellschaft/ Societe anonyme - a public corporation, hereinafter referred to as the “Company”

5

Prohibited activities

Banking, insurance and reinsurance

6

Taxation

There is a 3-level taxation system in Switzerland:

  1. on the federal level the additional capital export tax is levied (35%) and the federal profit tax (3.63% to 9.8%)
  2. on the canton level the principal profit tax is levied (20% to 35%, depending on the canton)
  3. communes tax the income, mainly as percentage of the canton taxes

Subject to the object of business, the company type (a holding, management, etc.) and the canton where the company is registered different rates of income tax are applied. Please see a separate material.

7

The period of registration

2 to 3 weeks

8

The documents required for the registration

A notarized incorporation protocol, the Articles of Association, the confirmation of the share capital payment, etc.

9

The possibility to buy a shelf company

None

10

The name of the Company

Should not be identical or similar to any existing one.

The words “Switzerland”, “Europe”, “International” and a number of others require a special permission.

11

The share capital of the Company

The minimum subscribed share capital is CHF 100,000, CHF 50,000 to be paid by the moment of registration

12

Shares

Registered and bearer shares with the face value.

In case bearer shares are issued the share capital must be fully paid in before shares are issued

13

Shareholders, founders:

-- minimum number


-- nominee shareholders

-- citizenship

-- trust ownership of shares

 


at least three subscribers on the registration, further at least one shareholder

possible


not identified

permitted

14

Whether the law provides non-disclosure of the information:

-- on the beneficial owner of the Company

 

 


Usually bearer shares are issued, the disclosure of the beneficial owner of the Company is not required

15

Directors:

-- minimum number

-- a company as a director

-- ethnic origin and nationality

-- status

At least one director

Not permitted

At least one director and the majority of the Management Board should be Swiss residents. This rule may be changed in case of a holding company

All rights except those within the exclusive competence of the shareholders (determined by the Articles of Association)

16

The existence in the territory of Switzerland of:

-- registered office

-- registered agent

-- a secretary

 

 

Obligatory

Not determined

Not determined

17

Meetings of:

-- shareholders

-- directors

 

The meeting should take place no later than within 6 moths after the end of the fiscal year

No requirement as to the place and frequency

18

The requirement of:

-- the accounting

-- preparing the annual report

-- submission of the auditors’ opinion

 

Yes

Yes


Yes

19

The information available upon request of any third parties

Names and addresses of directors and shareholders, registered office

20

Documents kept in the registration office

No requirement

22

Double taxation avoidance treaties

USA, Canada, Great Britain, Germany, Sweden, France, Japan, Russia, the Netherlands, Czechia, Slovakia, Luxembourg, Spain, etc.

23

Currency control

None


* The cost includes:

- the availability of registration documents with apostille;

- registered office;

- the cost of the seal.

The services of the local nominee are paid additionally, subject to the quantity and quality of services delivered.

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