Teams looking to expand globally often struggle to consolidate company formation, compliance, payroll, and residence/work permits into a single roadmap. Switzerland offers an attractive hub with its political stability, strong financial infrastructure, multilingual business culture, and canton-based tax advantages. However, it is crucial to navigate this well-structured ecosystem without errors. The following guide provides practical, actionable recommendations for legally structuring company formation in Switzerland and scaling with an international workforce securely.
1) Strategic Framework: Clarify Your Entry Model to Switzerland
Why Switzerland? Define Your Goals and Thresholds
Switzerland provides a strong base in terms of market access, brand trust, and financing networks. To achieve this strength, you need to clarify your entry model: will you establish a sales office, set up a regional center, or open an R&D unit? Each choice affects the legal form, tax profile, recruitment plan, and director residency requirements.
- Compare target cantons (Zug, Zürich, Vaud, Geneva, Schwyz, etc.) based on tax, incentives, and talent pool.
- Plan a low fixed-cost structure for quick market testing; establish a governance scheme that grows flexibly at the scaling stage.
- Consider intellectual property, data protection, and industry licenses from day one.
Select the Right Legal Form: AG or GmbH?
The legal form determines your management flexibility, liabilities, and ability to attract investment. Two main options stand out: AG (Public Limited Company) and GmbH (Limited Liability Company).
- AG: Provides advantages in terms of investor entry, share transfer, and prestige. Minimum capital is 100,000 CHF; at least 50,000 CHF must be paid in upfront.
- GmbH: Offers a simple and clear structure for SMEs. Minimum capital is 20,000 CHF; the entire amount must be invested at establishment.
- Plan for at least one management representative to be resident in Switzerland for both structures; this facilitates executive capability and banking relationships.
Name Pre-Check and Brand Strategy
Secure your name selection with a uniqueness check via Zefix. After confirming the suitability of the trade name, protect your identity with trademark registration. If planning cross-border activities, develop a multi-class registration strategy through ABIPO/EUIPO and WIPO.
2) Formation Steps: Structure Documents, Processes, and Roles Correctly
Prepare the Articles of Association and Founding Documents
The articles of association define your capital structure, share classes, signing authorities, and governing bodies. Write provisions clearly; ensure flexibility with clauses that cover future investment rounds and share transfer scenarios.
- Prepare the articles of association, founders’ declaration, incorporation reports, and registration application thoroughly.
- Clarify UBO (ultimate beneficial owner) information from the start; this will expedite AML (anti-money laundering) reviews.
- If you plan to establish a stock option plan, draft the regulations and tax framework simultaneously.
Capital Blocked Account, Notary, and Registration
Deposit the incorporation capital into a blocked account at a Swiss bank; the bank will issue the capital investment letter. Sign the incorporation documents in the presence of a notary. After reviewing your file, the commercial register will issue your UID (Unique Enterprise Identification) number.
- Start the KYC process with the bank early; keep founders’ and UBO documents up to date.
- Schedule the notary appointment based on the availability of directors and shareholders; expedite processes with power of attorney.
- Keep signing authorities and representation rules updated in public records after registration.
Tax and VAT (MWST) Registrations
Initiate VAT (MWST) registration and corporate tax processes according to your business model. As of 2024, VAT rates have increased: the standard rate is 8.1%; reduced rate is 2.6%; accommodation is 3.8%. Include thresholds and group VAT options in your planning.
- Simulate scenarios that create reverse VAT burdens in local and international supply chains.
- Prepare the transfer pricing policy note and intercompany agreements early on.
- Model the minimum tax rule of 15% for multinational groups under Pillar Two.
3) Compliance Architecture: Tax, Accounting, Payroll, and Data Protection
Manage Financial Reporting and Audit Thresholds
Establish an accounting architecture that will simultaneously handle the Swiss chart of accounts and IFRS/US GAAP reporting. Manage audit thresholds and consolidation timelines according to your growth rate; legally secure intercompany financing and dividend policies.
- Set up an electronic invoicing and e-archive system; this will expedite VAT refund processes.
- Document transfer pricing and interest chains in cash pooling and hedging agreements.
- Operate legal reporting alongside managerial reporting from a single data source.
Payroll, Social Security, and Remote Work
Correctly link gross-net flow, fringe benefits, and multi-country social security rules in payroll. Since 2023, Switzerland has joined a multilateral framework for social security in cross-border remote work; employees working under certain rates and conditions may remain within their residence country’s system. Reflect this framework in your contracts.
- Establish AHV/AVS, BVG/LPP, and unemployment insurance flows for employees within Switzerland.
- Fully comply with advance notification and wage standards for temporary assignments from the EU/EFTA.
- Manage the Employer of Record (EOR) and staff leasing model according to licensing and contractual requirements.
Data Protection and HR Processes
The new Swiss Data Protection Act (nFADP) came into effect in 2023. Prepare clear transparency and processing records for HR data, payroll, and candidate pools. Strengthen the GDPR equivalence advantage in data flows with the EU through DPA and SCC frameworks in supplier contracts.
- Create a plan for access requests (DSAR) and breach notifications.
- Discipline the minimum data principle and retention periods in recruitment.
- Conduct risk assessments for transfers with third-country suppliers.
4) International Workforce: Permits, Assignments, and Mobility
Permit Strategy for EU/EFTA and Third Country Nationals
Structure your HR plan according to the talent pool and permit regime. EU/EFTA citizens benefit from free movement; they obtain L or B permits based on their employment contract and residence plan. For third-country nationals, fully meet the criteria for qualified specialists, quota management, and salary/work conditions.
- Select L (short-term), B (annually renewable), and G (cross-border) permits according to your business model.
- File the business justification, salary comparisons, and diploma equivalences for executives and key specialists.
- Manage multi-country coordination for corporate internal transfers (ICT visas, family reunification) together.
Temporary Assignments and Notifications
Carefully manage advance notification obligations for personnel sent from the EU/EFTA to Switzerland. Fully comply with working hours, minimum wage, and occupational health rules. Keep contracts, payroll, and accommodation documents ready for field audits.
- Plan the assignment calendar according to notification periods; this will prevent penalties.
- Document the sharing of responsibilities in the subcontractor chain in the contract.
- Integrate local collective bargaining agreement (CBA) conditions into the wage package.
Investment-Based Residence, Golden Visa, and Alternative Routes
Switzerland does not directly offer a “golden visa” or citizenship by investment program. However, certain cantons provide routes such as lump-sum taxation based on asset declaration and entrepreneur residence. For investors seeking investment-based residence/citizenship within Schengen and Europe, strong alternatives exist in various countries; shape your plan through a multi-country comparison based on your business and family goals.
- Clearly file the entrepreneur plan and economic benefit narrative for Switzerland.
- Compare risk, duration, and tax impact for investment-based residence programs in the EU.
- Manage family, education, and asset planning within a single framework of mobility strategy.
5) Agenda for 2024–2025, Market Opportunities, and Corpenza Approach
Current Regulations and Their Effects
The 2023 corporate law reform provided flexibility in capital and governance; VAT rates increased in 2024. Large multinational groups continue to model the Global Minimum Tax (15%) rule set. The social security framework for remote work facilitates planning for cross-border teams. Each update on these topics directly affects contracts, pricing, and accounting processes.
- Fully reflect the VAT rate increase in price lists and systems.
- If you fall under Pillar Two, establish additional tax, data collection, and reporting flows.
- Embed nFADP and GDPR requirements into HR and sales technologies.
Market and Canton Selection: What, Where, and How?
In technology, fintech, health, medtech, and climate technologies, Switzerland offers opportunities in terms of capital, university collaboration, and talent. The tax and incentive structure contains significant differences from canton to canton; align this difference with your business model.
- Zug and Schwyz: Favorable for low effective tax and holding structures.
- Zürich: High talent and customer access; a strong hub for finance and technology.
- Vaud and Geneva: Stand out in the Romandy region for quality of life and life sciences ecosystem.
Roadmap with Corpenza: 30–60–90 Day Plan
Corpenza offers mobility, company formation, and workforce solutions across Europe and globally. With a focus on Switzerland, we manage the incorporation and compliance process with a clear plan.
- First 30 Days: Selection of canton and legal form, name approval, bank KYC, draft of articles of association, UBO and AML file.
- 60 Days: Notary and registration, UID, VAT and tax registrations, payroll setup, data protection documentation.
- 90 Days: Permit and assignment files, EOR/staff leasing structure, transfer pricing policy, initial audit set.
Our service set aligns your Swiss file with your plans in other countries:
- Company formation and legal consulting (AG/GmbH, contracts, registration).
- Residence/work permits; EU/EFTA and third country strategies.
- International accounting, VAT, and corporate tax processes.
- Payroll and EOR: Payroll infrastructure that allows you to expense remote and contracted personnel.
- Staff leasing and posted worker management: Notification, wage compliance, field audit files.
- Investment-based residence/citizenship programs (including options outside Switzerland) and mobility planning.
- Tax optimization and multi-country structuring; transfer pricing and IP positioning.
In conclusion, when you design company formation in Switzerland correctly from a legal perspective, you gain predictability on the tax and compliance side. By managing the international workforce consistently with permits, payroll, and social security, you reduce risks and accelerate growth. By implementing the above steps, you prepare your file for audit readiness, investor openness, and scalability.
