Skip to main content

What is a Gesellschaft mit beschränkter Haftung (GmbH) (Swiss private limited company) and what are the pros and cons of this legal form?

The GmbH is one of the most popular legal forms in Switzerland. The main reasons are the low capital requirements and the fact that the company has its own legal personality. In the following, we have compiled a list of what you can and cannot do with a GmbH.

What is a GmbH?

Together with the Aktiengesellschaft (Swiss public limited company), the Gesellschaft mit beschränkter Haftung (GmbH) (Swiss private limited company) is one of the two forms for a corporate entity: It has its own legal personality, acts under its own name and is liable only up to the amount of its share capital.

In contrast to an Aktiengesellschaft (AG) (Swiss public limited company), the necessary share capital is only CHF 20,000. If you want to target profits, eliminate personal liability and not have to invest too much capital, then the GmbH is probably the right legal form for you.

Pros:

  • The minimum capital is only CHF 20,000.

  • Liability is limited to the company’s share capital – your private assets are protected.

  • Several people can jointly form a GmbH and there is automatically a duty of loyalty and a fidelity duty to the company.

Cons:

  • You probably won't get very far with an initial capital of CHF 20,000. If you need more capital, we recommend an Aktiengesellschaft.

  • You are subject to double taxation: First, the company pays tax on its profits and, if it distributes them, the recipients also pay tax.

  • External investors generally prefer the legal form of an Aktiengesellschaft.

Do you have any further questions or would you like to form a GmbH? The initial consultation with Foundera is no obligation and free of charge:

Was dich sonst noch interessieren könnte:

Forming a company with a non-cash contribution

It’s not always the case that cash is king: what do you need to consider when forming a company through non-cash contributions? A capital contribution is due when you form a GmbH ...
Alhaji Mansaray
Alhaji Mansaray

Do I have to charge value added tax?

From what point do I have to pay value added tax (VAT)? In principle, all persons who engage in a self-employed business or professional activity must pay VAT. This obligation ...
Uwe Scheunemann
Uwe Scheunemann

Founding a GmbH/AG from outside Switzerland

Can I form a GmbH or AG in Switzerland from outside the country? In principle, it is possible to form a company in Switzerland from outside the country without a Swiss permanent ...
Uwe Scheunemann
Uwe Scheunemann

Find the right legal form for your company formation

What is the right legal form for you? You are gradually approaching your big goal - starting your own business. You know what it means to become self-employed, you know the ...
Alhaji Mansaray
Alhaji Mansaray

How can I prepare for the initial consultation?

The initial consultation with Foundera is quite straightforward You don't need to prepare, that's the beauty of the initial consultation with Foundera. You just tell us your idea ...
Dario Morf
Dario Morf

GmbH: Pros and Cons

What is a Gesellschaft mit beschränkter Haftung (GmbH) (Swiss private limited company) and what are the pros and cons of this legal form? The GmbH is one of the most popular legal ...
Uwe Scheunemann
Uwe Scheunemann

3 things to keep in mind if you want to become self-employed as a side line

Can I start my own business as a sideline? Many founders become self-employed as a sideline activity. In most cases, this is possible without any problems, but here are a few ...
Uwe Scheunemann
Uwe Scheunemann

Differences between a GmbH and an AG

What’s the difference between a GmbH and an AG? GmbHs and AGs have much in common, but there are also some significant differences. The most important differences between the two ...
Alhaji Mansaray
Alhaji Mansaray

Data Protection Act effective from 1 September 2023 – what are the important changes?

Business owners should take note: There’s no transitional period In the past, you mostly got off lightly for violations of the Data Protection Act – this will change starting on 1 ...
Uwe Scheunemann
Uwe Scheunemann

Kommentare