The 5 most common questions about capital contributions when incorporating a stock corporation or LLC
Mar 31, 2025
The capital contribution represents a crucial step in the incorporation of a stock corporation (AG) or an LLC (GmbH) in Switzerland. The correct execution of this deposit is legally required and forms the financial foundation of your company.
In this article, we will answer the 5 most important questions about the capital deposit:
What is a capital deposit account?
How does can you open a capital deposit account?
How is the capital deposited?
What confirmations are required for the commercial register?
What costs arise?
This information helps you to carry out the process of the capital contribution for your stock corporation or LLC in a legally compliant and efficient manner.
1. What is a capital deposit account and why is it needed?
A capital deposit account is a special bank account used exclusively for the deposit of the legally required start-up capital during the formation of a stock corporation or LLC. The bank freezes this account until the successful registration of the company in the commercial register.
Key features of the capital deposit account:
Purpose-bound: The account is exclusively for the deposit of the founding capital
Temporary: After the company is registered in the commercial register, the account is dissolved
Legally regulated: The establishment is based on Swiss Code of Obligations
The central functions of the capital deposit account:
The capital deposit account fulfills several important functions in the founding process. It ensures the secure custody of the founding capital and serves as official proof of the actual deposit of the capital.
By freezing the account, it is ensured that the deposited funds cannot be used prematurely. This provides comprehensive legal security for all parties involved in the founding process, from the founders to the bank and the commercial registry office.
2. How is the minimum capital deposited?
The statutory minimum capital requirements in Switzerland are clearly defined:
Stock corporation (AG): has a minimum capital of CHF 100,000, of which at least 20% and in absolute terms at least CHF 50,000 must be paid in.
Limited liability company (GmbH): has a minimum capital of CHF 20,000, of which 100% must be paid in, partial payment is not possible.
The deposit process occurs in three steps:
Account opening: Opening a capital deposit account at a Swiss bank
Deposit: Transferring the capital to the account
Freezing: The deposited capital is frozen until registration with the commercial register
Release: After the commercial register entry, the deposited capital is transferred to the business account of the AG or GmbH
3. What confirmations are required?
The capital deposit confirmation is a central document for the commercial register entry of your company. The bank issues this confirmation after the successful deposit of the share capital. The document must contain the following details:
Name of the future company
Amount of capital deposited
Names of the depositors and their deposit amounts
Date of deposit
Signature of the bank
Attention: Most confirmations have an expiration date (usually between six and twelve months). Therefore, after the capital deposit, it is advisable not to wait too long before registering the company with the commercial registry office.
The capital deposit confirmation proves the actual deposit of the capital and protects creditors from dummy incorporations. The commercial registry office carefully examines these documents before the definitive registration of the company.
4. What are the typical costs for a capital deposit account?
The costs for a capital deposit account at Swiss banks are typically based on the deposited capital. Banks usually charge 1 per thousand of the deposit amount as a fee.
Depending on the bank and the deposit amount, the costs usually range from CHF 125 to CHF 5,000. These fees cover the administrative expenses of the bank for account opening, capital management, and the issuance of the required confirmations.
5. How does one open a capital deposit account?
The opening of a capital deposit account begins with the submission of a formal application to the selected bank. This application must be carefully filled out and contains important information about the planned company and the founders. The application can be submitted online at most banks.
The bank then conducts an internal compliance review, encompassing several aspects:
Verification of the identity of all founding members
Analysis of the source of deposit funds
Assessment of the business model
Review of company documents
Compliance check according to Anti-Money Laundering Act
This review process can take from a few days to several weeks depending on the complexity of the case and the workload of the bank. After a successful review and approval by the bank, the account is opened, and the founders receive the deposit information.
Only after this official approval can the actual capital deposit be made. The bank monitors the deposits and ensures they meet the legal requirements.
Key take-aways about the capital deposit account
The correct capital contribution is a central building block for the successful establishment of your company. The key aspects at a glance:
Minimum capital: CHF 100,000 or CHF 50,000 for stock corporation, CHF 20,000 for LLC
Capital deposit account at a Swiss bank
Bank confirmation for the commercial register entry
Careful documentation of all deposits
Compliance with legal regulations
A professional approach and thorough preparation are crucial for a smooth capital deposit and company formation process. With the right planning and compliance with all legal requirements, nothing stands in the way of your successful business formation in Switzerland.
Jurata AG supports you as a digital legal service provider in professional company formation. With our expertise in Swiss corporate law and collaboration with partner banks, we guarantee a smooth capital deposit process for you.
