Was ist eine Sacheinlage und wie funktioniert die Gründung mit Sachen?
A contribution in kind is an asset that is contributed to an LLC or stock corporation instead of cash. This type of capital contribution enables founders to directly integrate existing assets into the company.
Welche Vermögenswerte können als Sacheinlagen verwendet werden?
Various assets can be considered as contributions in kind:
Tangible assets: These include real estate, machinery, vehicles and inventories.
Intangible assets: These include patents, trademark rights, software and business secrets.
Welche Anforderungen müssen die eingebrachten Sachwerte erfüllen?
The exploitability of the contributed tangible assets must be guaranteed. This means the goods must:
Recognisability on the balance sheet: The contributed assets must be capable of being capitalised
Transferability: A legal transfer must be possible
Exploitability: The assets must be exploitable by the company
Availability: Immediate disposal by the company is required
Was sind die Vorteile einer Sacheinlage im Vergleich zur Bargeldeinlage?
Compared to cash contributions, founding with contributions in kind offers specific advantages. One of the key advantages is the use of existing resources, as existing assets such as machinery, real estate or patents can be contributed directly into the company. At the same time, this leads to a preservation of liquidity, as founders need to raise less capital in cash and financial resources thus remain available for other operational purposes. Furthermore, founding with contributions in kind opens up tax planning opportunities, as under certain conditions tax advantages can be used or latent tax burdens can be optimised. Through the "Warendrittel" – a tax regulation in Switzerland – inventories and goods stock can be balance-sheeted upon founding a stock corporation as a contribution in kind with a flat-rate discount of one third of the value. This optimises the tax base. The application of the "Warendrittel" may vary depending on the canton, which is why an individual assessment is recommended.
Wo liegen die Herausforderungen bei einer Gründung mit Sacheinlagen?
The challenges lie in the correct valuation of the tangible assets and the increased administrative and financial effort during the foundation. Precise documentation and professional valuation are essential for successful implementation.
Voraussetzungen und Ablauf der erfolgreichen Sacheinlagegründung
The statutory minimum capital requirements form the foundation of founding with a contribution in kind. For an LLC, the required share capital is CHF 20'000, for a stock corporation, CHF 100'000, whereby a so-called partial payment of CHF 50'000 is also possible. These amounts must be covered by the value of the contributed contributions in kind.
Additional required documents in the foundation process:
Report on contributions in kind: Detailed description of the contributions in kind
Agreement on contributions in kind: Regulates the transfer of assets between the contributor and the company to be incorporated
Audit confirmation: By an approved auditor
The contributions in kind must be registered in the commercial register. Precise valuation and documentation is crucial for successful registration. The audit by an approved auditor ensures that the contributed assets meet the legal requirements and that the required minimum capital is indeed covered.
Bewertung, Kosten und Beispiele erfolgreicher Sacheinlagegründungen in der Schweiz
The valuation of contributions in kind requires a qualified auditor to confirm the real value of the contributed assets. The auditor checks:
Market value of the contribution in kind
Usability in business operations
Transferability of ownership rights
Value retention and stability
The audit confirmation by the auditor incurs costs between CHF 1'200 and CHF 3'000, depending on the type and scope of the contributions in kind.
Praktische Beispiele erfolgreicher Sacheinlagegründungen
Example 1: IT company
A software developer contributes his self-developed program valued at CHF 50'000 as a contribution in kind to his LLC.
Example 2: Trading company
A trader founds her stock corporation with an existing inventory valued at CHF 150'000 as a contribution in kind.
Example 3: Transport company
An entrepreneur transfers his delivery van (CHF 21'000) into his new LLC.
Zukunftsausblick: Trends bei Unternehmensgründungen in der Schweiz bis 2025
The Swiss corporate landscape shows clear development trends for 2025:
Digitalisation of the founding processes: Automated procedures and digital platforms accelerate company formations
Sustainable business models: Increasing demand for environmentally conscious company foundations with an ESG focus
Innovative contributions in kind: Increased contribution of digital assets and cryptocurrencies as contributions in kind
Flexibilisation of legal forms: New hybrid company forms between LLC and stock corporation are being discussed
Founding with contributions in kind is gaining additional importance due to these developments. Experts predict an increase in company foundations involving digital assets and intangible assets as contributions in kind.
Fazit zur Sacheinlagengründung in der Schweiz mit Jurata® Unterstützung
Founding with contributions in kind requires careful planning, legal know-how and precise implementation. The structured foundation process with its various legal and administrative requirements can be simplified considerably with professional support. Founding with a contribution in kind using professional support minimises the risks of errors and saves valuable time.
Jurata® supports you in preparing the notarisation and ensures that all legal requirements are met. Years of experience in Swiss corporate law guarantee professional support for your incorporation project.
