Legal forms comparison:
Anyone who wants to start a business must decide on a legal form.
In Switzerland, tartups most often choose one of the following four legal forms:
Sole proprietorship, general partnership (KlG), limited liability company (GmbH) or public limited company (AG).
But which one should it be? Which one suits your business idea?
In the following, we discuss the most important criteria and give you a tabular overview of the four most important legal forms.
Sole proprietorship | General partnership (KIG) | Limited liability company (GmbH) | Public limited company (AG) | |
---|---|---|---|---|
Name | Freely selectable + owner's surname | Freely selectable + addition "KlG" is mandatory | Freely selectable + addition "GmbH" is mandatory | Freely selectable + "AG" is mandatory |
Number of persons | A natural person Sole owner | At least one shareholder | At least one shareholder (natural or legal entity) | At least one shareholder (natural person or legal entity) |
Capital | No minimum capital | No minimum capital | At least CHF 20,000 | At least CHF 100,000 (partial payment: at least CHF 50,000.-) |
Liability | Personal and unlimited liability | Personal and unlimited liability | Limited to company assets, no liability of the shareholders | Limited to company assets, no personal liability |
Foundation | From the beginning of economic activity | From the beginning of economic activity | Founders' meeting of the shareholders at the notary's office, entry in the Commercial Register | Founders' meeting of shareholdersat the notary's office, entry in the commercial register |
Entry in the commercial register | From annual sales ofCHF 100,000 is mandatory | Entry is mandatory but has only declaratory effect | GmbH only comes into existence with the entry in the commercial register | AG only comes into existence with the entry in the commercial register |
Accounting | From sales of CHF 500,000 double-entry bookkeeping | From sales of CHF 500,000 double-entry bookkeeping | Always double entry bookkeeping | Always double entry bookkeeping |
Taxes | Profit runs in private tax return | Profit runs in private tax return | Separate tax return; only common shares in private tax return | Separate tax return; only shares in private tax return |
Old age and survivors insurance | Profit is the decisive factor | Profit is the decisive factor | Wage is the decisive factor | Wage is the decisive factor |
Advantages | -Cost-effective foundation-No minimum capital is required-Pension fund withdrawal is possible | -Cost-effective foundation-No minimum capital is equired-Pension fund withdrawal is possible | -No liability-Transfer of the company is possible-Anonymity-high trustworthiness | W-No liability-Transfer of the company is possible-Anonymity-high trustworthiness |
Disadvantages | - Personal liability- Transfer is not possible- No entitlement tounemployment compensation | -Personal liability-No entitlement tounemployment compensation | -No anonymity-lower acceptance than AG-double taxation | -high capital requirements-double taxation |