Costs of establishing a company: All fees at a glance

What are the costs associated with starting a company?

The costs of starting a company usually consist of three blocks: government fees, notarial or administrative costs, and capital, which you must contribute depending on the legal form.

It is important to distinguish between real costs and tied capital. The share capital of an LLC or the share capital of a stock corporation is not simply a fee that is "gone." It belongs to the company after incorporation and can be used for business purposes. Still, you must provide this capital at the time of incorporation.

Typical cost items are:

• Commercial registry fees

• Costs for public notarization for an LLC and stock corporation

• Certification of signatures

• Drafting or reviewing of articles of association and incorporation documents

• Opening a capital contribution account

• Consulting from fiduciary, lawyer or incorporation service providers

• if applicable, permits, industry licenses or domicile costs

The exact company incorporation costs therefore highly depend on whether you are starting a sole proprietorship, an LLC or a stock corporation.

How much does a sole proprietorship cost?

A sole proprietorship is the cheapest option because it requires no legal minimum capital and no public notarization.

If you operate a business as a natural person and achieved at least CHF 100,000 in sales revenue in the last financial year, you must register your sole proprietorship in the commercial register. Below this threshold, registration is basically voluntary (Art. 931 Abs. 1 OR, Art. 931 Abs. 3 OR).

The basic fee for registering a sole proprietorship is around CHF 80 according to the official SME overview of the Confederation. Additional fees may apply, for example, for signing authority, roles, applications or certifications. In practice, you should expect to pay about CHF 100 to CHF 200 for a simple commercial register entry.

However, a sole proprietorship has one major disadvantage. You are personally liable. There is no separation between your private assets and the business, as there is with an LLC and stock corporation.

How much does it cost to set up an LLC?

With an LLC, the costs are higher because the company must be formally established, publicly notarized, and registered in the commercial register.

The share capital of an LLC is at least CHF 20,000 (Art. 773 Abs. 1 OR). Upon incorporation, the founders must declare in a public deed that they are establishing an LLC, establish the articles of association, and appoint the corporate bodies (Art. 777 Abs. 1 OR). The LLC must be registered in the commercial register at its seat (Art. 778 OR) and only acquires its legal personality upon registration (Art. 779 Abs. 1 OR).

For registration with the commercial register, the public deed, the articles of association and, depending on the case, further evidence must be submitted (Art. 71 Abs. 1 HRegV). Anyone who registers or requests a service from the commercial register must pay fees for it (Art. 1 Abs. 1 GebV-HReg).

The basic fee for registering an LLC is around CHF 420 according to the official SME overview of the Confederation. With additional fees for functions, signatory powers, registration and notarizations, you often end up at around CHF 500 to CHF 700.

In addition, there are typically notary and incorporation services. Depending on the canton, complexity and provider, these can vary greatly. For a simple LLC, you should roughly calculate with the following amounts:

As a rough rule of thumb, a simple LLC incorporation often costs about CHF 1,500 to CHF 4,000 without the share capital. With the share capital, you must provide at least an additional CHF 20,000.

If you need assistance with incorporation, Jurata is always happy to help: Firmengründung mit Jurata.

How much does it cost to set up a stock corporation?

The stock corporation is usually the most expensive standard legal form because it requires a higher minimum capital and must also be publicly notarized.

The share capital is at least CHF 100,000 (Art. 621 Abs. 1 OR). At the time of establishment, at least 20 percent of the nominal value of each share must be paid up. In any case, the paid-up contributions must be at least CHF 50,000 (Art. 632 Abs. 1 OR, Art. 632 Abs. 2 OR).

The stock corporation is also established by a public deed. In it, the founders declare that they are establishing a stock corporation, determine the articles of association, and appoint the corporate bodies (Art. 629 Abs. 1 OR). The stock corporation must be registered in the commercial register at its seat (Art. 640 OR) and only acquires its legal personality upon registration (Art. 643 Abs. 1 OR).

For registration in the commercial register of a stock corporation, the public deed, the articles of association, evidence of the acceptance of mandate by the corporate bodies and, in the case of cash contributions, a confirmation of the deposited contributions must be submitted, among other things (Art. 43 Abs. 1 HRegV).

The basic fee for the commercial register, as with the LLC, is around CHF 420 according to the official SME overview of the Confederation. Here too, additional fees and certifications are added.

As a rule of thumb: A simple stock corporation incorporation often costs about CHF 2,000 to CHF 6,000 without the paid-up share capital. In addition, you must provide at least CHF 50,000 as paid-in share capital.

Which commercial registry fees do you need to budget for?

The commercial registry fees are government fees. They are incurred when you request an entry or a service from the commercial registry office (Art. 1 Abs. 1 GebV-HReg).

According to the official SME overview of the Confederation, you should expect roughly the following basic fees:

These amounts are important, but they do not explain the entire company incorporation costs. For an LLC and stock corporation, notary fees, capital, articles of association, and consulting are usually significantly more relevant than the pure commercial register basic fee.

Are there additional costs after incorporation?

Yes. Many founders underestimate the costs that arise immediately after registration.

Depending on the business, these include:

• Accounting and annual financial statements

• VAT assessment and, if applicable, VAT registration

• Social security registrations

• Business account and bank fees

• Insurances

• Payroll administration

• Auditor, if opting out of an audit is not possible

• Domicile address, if you do not use your own business address

• Permits for regulated activities

With an LLC and stock corporation, you must also separate private money and company assets cleanly. Although this reduces liability risks, it brings more administration.

How do costs and capital differ?

The most common misconception is: "An LLC costs CHF 20,000." That's not entirely correct.

The CHF 20,000 is the minimum share capital of the LLC (Art. 773 Abs. 1 OR). This capital is paid in during the incorporation and belongs to the company afterwards. It is therefore tied start-up capital, not just an external fee.

It is similar with the stock corporation. The share capital is at least CHF 100,000 (Art. 621 Abs. 1 OR). However, at least CHF 50,000 must actually be paid in upon incorporation (Art. 632 Abs. 2 OR).

Real costs, on the other hand, are amounts you pay to third parties, such as the commercial registry office, notary, bank, fiduciary or incorporation service providers.

Which legal form is the cheapest?

The cheapest legal form is usually the sole proprietorship. It requires no minimum capital, no public certification and often only minor commercial registry costs.

The LLC is more expensive, but in return, it offers its own legal personality and a clear capital structure. It is often suitable for small and medium-sized enterprises that want to structure liability and presentation more professionally.

The stock corporation is usually suitable when raising capital, participations, investors or a particularly professional market appearance are important. However, it comes with the highest capital requirements.

In short: Anyone who wants to start very cheaply often looks at the sole proprietorship first. Anyone who wants to separate liability and corporate structure more clearly often ends up with the LLC. Anyone who needs investor suitability and a larger capital structure evaluates the stock corporation.

Conclusion: What costs do you have to expect for company incorporation?

The costs for incorporating a company in Switzerland depend heavily on the legal form chosen. A sole proprietorship can be set up very cheaply. An LLC requires at least CHF 20,000 in share capital and additionally usually incurs several thousand Swiss francs in incorporation and fee costs. A stock corporation requires at least CHF 100,000 in share capital, of which at least CHF 50,000 must be paid in upon incorporation.

For realistic planning, you can roughly expect these guide values:

The most important decision is therefore not only which incorporation is the cheapest. It is crucial to determine which legal form suits the risk, growth, financing, and administrative effort of your business.