Creating Swiss companies |  |
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The services of Technomic Consultants to create a Swiss "Societé Anonyme"
The Swiss SA (or "AG") ensures total confidentiality of both ownership (if desired) and financial results (although a tax return is necessary and there is tax in Switzerland!).
Minimum capital is CHF 100,000, 50% paid up. An SA has a supervisory board ("conseil d'administration" or "administrateur unique") and a separate operating board (the directors).
The following information is made public:
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The founders. There must be at least three, and they may act on a fiduciary basis, i.e. for someone else. The real shareholder(s) need not be named.
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The "administrateur(s)". who must be majority Swiss and resident in Switzerland. A single "administrateur" meets this requirement.
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The capital, the amount paid-in, the name, the purpose and the registered office of the company.
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The Directors (not to be confused with the administrateur(s)), and their right to signature (joint or individual). The shareholders may or may not choose to be named directors.
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The Auditor.
The following services can be provided by Technomic Consultants SA:
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Liaison with the notary public (which is needed for much of what follows)
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Choice and clearance of the company name and purpose as per shareholders' wishes.
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Provision of a Swiss Administrateur (or liaison with shareholders' choice) (Our fee is CHF 3,500 per year.)
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Provision of an auditor (or liaison with shareholders' choice, normal fee in order of some hundreds of Swiss Francs).
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Provision of a registered address (if required)
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Development of the articles of association ("les Statuts")
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Opening of a blocked account for paying in the capital.
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Organisation of the founders' meeting at the notary's
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All banking arrangements, including internet banking from abroad.
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Obtaining a favourable tax status if the company's business is largely outside Switzerland, or is a holding company.
The fee for the above, CHF 7,500 is payable in advance. The tax authorities will recognise the invoice as a bona fide "founding expense". The notary's fees come out of the capital after the company has been founded. Audit and "administrateur" fees are paid during the financial year (auditor at the end, administrateur at the beginning).
Other services, post-creation, are available at moderate fees:
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Accountancy and tax declaration.
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Invoicing and bank transfers under the owners' instructions.
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Record keeping
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Secretarial services, including telephone, fax and e-mail, and a real secretary to answer the phone.
A condition we now insist on for cases when the shareholders of a company choose to have access and control over the company's bank account is to have 10% of the capital in an account accessible only to the "administrateur".
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