Who Can Be a Liquidator of a Swiss Company? Roles and Steps Explained
Closing a company in Switzerland—whether an SA (AG) or an Sàrl (GmbH)—requires more than stopping operations. According to Swiss corporate law, the company must be formally liquidated, and this process is managed by one or more appointed liquidators.
But who can act as a liquidator? And what are the official steps? Here’s everything you need to know.
Who Can Be a Liquidator of a Swiss Company?
In Switzerland, the liquidator is the person responsible for winding down the company’s affairs and preparing for its removal from the Commercial Register.
- A director or managing partner of the company
Often, one of the existing board members (SA) or managers (Sàrl) is appointed as liquidator. This ensures continuity and familiarity with the company’s operations.
- An external individual
Any person with full legal capacity can be appointed as a liquidator, such as a lawyer or Swiss Director Services. They must formally accept the role in writing.
- A fiduciary company or legal entity
A legal entity (Swiss fiduciary or consultancy firm) can act as liquidator through a qualified representative. This is especially common for structured, tax-sensitive or cross-border exits.
What Does a Swiss Liquidator Do?
The liquidator is responsible for:
- Settling all outstanding obligations
- Recovering receivables
- Selling company assets
- Paying debts and taxes
- Filing the final financial statements
- Distributing remaining assets (if any)
- Requesting deregistration from the Commercial Register
During the process, all communications and documents must include the legal suffix: “in liquidation”.
The 8 Key Steps to Liquidating a Swiss Company
- Decision to dissolve
The general meeting (for SA) or partners (for Sàrl) vote to dissolve the company.
- Appointment of the liquidator(s)
Decided at the same meeting or separately. The liquidator must accept the role.
- Registration with the Commercial Register
The company is officially listed as “in liquidation” and the liquidator is recorded.
- Call to creditors (FOSC notice)
An official notice to creditors is published in the Swiss Official Gazette (FOSC).
- Asset realization and debt settlement
Assets are sold and outstanding debts (including tax and social security) are settled.
- Final balance sheet
The liquidator prepares a closing financial statement, approved by shareholders or partners.
- Distribution of remaining assets
If a net surplus remains, it is distributed according to the company’s statutes.
- Request for deregistration
The liquidator files the deregistration with the Commercial Register. The company is officially closed.
Timeline and Risks
A standard voluntary liquidation can take more than 18 months, depending on:
- Existing liabilities or disputes
- VAT de-registration
- Asset complexity or unpaid taxes
Hiring a Swiss fiduciary firm to guide the process ensures:
- Legal compliance
- Proper documentation
- Clean tax and accounting closure
Need a Swiss Liquidator or Professional Support?
If you’re planning to dissolve your Swiss SA/AG or Sàrl/GmbH, we offer:
- Swiss-based, experienced liquidators
- Turnkey liquidation management
- Financial closure and deregistration
- Flat-fee or custom pricing
📞 Contact us for a confidential discussion or a quote.
