A Swiss company that has issued registered shares must keep a share register recording the owners’ and usufructuaries’ names and addresses (art. 686 CO); only those entered are recognised as shareholders towards the company. Separately, anyone acquiring...
A Swiss company (AG/SA or GmbH/Sàrl) must hold its ordinary general meeting within six months of the close of its financial year (art. 699 al. 2 CO). Convened by the board, the meeting approves the annual accounts, decides on the use of the profit, discharges the...
Switzerland has no statutory “company secretary” role — unlike the UK, the Swiss Code of Obligations (CO) does not require a company to appoint one. But the secretarial function is essential: every Swiss company (AG/SA or GmbH/Sàrl) must hold an annual...
Every Swiss company must be governed by a board: a board of directors for a société anonyme (SA/AG), or one or more managing directors for a société à responsabilité limitée (Sàrl/GmbH). At least one board member or managing director with signatory authority must be...
Forming Your Swiss SA/AG or Sàrl/GmbH: The Role of the Resident Director Switzerland stands out as one of Europe’s most attractive jurisdictions for company formation. Its unwavering political stability, highly competitive tax system, robust financial...
