Buy a Company in Switzerland — What Foreign Investors Need to Know

Buying a company in Switzerland is open to any nationality. Foreign investors can acquire a ready-made AG (corporation) or GmbH (limited liability company) within 3–10 business days, with costs starting at CHF 5'000 plus the required share capital (CHF 100'000 for an AG, CHF 20'000 for a GmbH). There are no citizenship or residency requirements for shareholders. The only legal condition: at least one board member must be resident in Switzerland — a role Mueller Treuhand in Zug can fill on your behalf.

Shelf Company (Vorratsgesellschaft) Shell Company (Mantelgesellschaft) Active Business New Incorporation
Timeline 3–5 days 5–10 days 4–12 weeks 4–8 weeks
Cost (excl. share capital) CHF 5'000–12'000 CHF 8'000–25'000 Negotiable CHF 3'500–8'000
Legacy risk None Medium (due diligence needed) High None
Immediate operability Yes Yes Yes (with handover) No
Trade register history 1–3 years 3–15 years Variable None

What Types of Companies Can You Buy in Switzerland?

Swiss law permits three distinct acquisition models for foreign buyers. Each suits a different strategy, risk appetite and timeline.

Shelf Company (Vorratsgesellschaft)

A shelf company is an AG or GmbH that was incorporated specifically to be sold at a later date. It has never conducted any business activity. The balance sheet is clean, the share capital is fully paid in, and there are no hidden liabilities. This is the safest and fastest route for foreign investors who need a Swiss legal entity without delay.

Shelf companies are registered in the Swiss Commercial Register (Zefix) and hold a valid UID number from day one. After the share transfer, the buyer can rename the company, change its registered purpose and appoint a new board — all within a single mutation filing.

Shell Company (Mantelgesellschaft)

A shell company was previously active but has ceased operations. The corporate structure remains intact: trade register entry, UID number, bank relationships and often a longer company history. Foreign buyers who value an established founding date — some banks and business partners regard older companies more favourably — may prefer a Mantelgesellschaft.

The trade-off: a shell company requires thorough due diligence to rule out hidden debts, tax arrears or pending litigation. Mueller Treuhand conducts this review as a standard part of every transaction.

Active Business (Going Concern)

Acquiring an active business means taking over a running operation — customers, employees, contracts and revenue. This path is common in SME succession cases. Switzerland has tens of thousands of small businesses facing generational transitions, according to the Federal SME Portal.

The process is slower (4–12 weeks minimum), the price is higher due to goodwill, and the due diligence is substantially more involved. However, the buyer gains immediate cash flow and market presence.

How Does the Purchase Process Work?

Buying a ready-made company in Switzerland follows a well-defined sequence. For shelf and shell companies, the entire process can be completed within one to two weeks.

Step 1: Initial Consultation

The buyer's objectives are assessed: intended business activity, preferred canton, budget and timeline. Based on this, the trustee recommends suitable companies from the current portfolio of available entities.

Step 2: Company Selection

The buyer selects a company. Key factors include the canton of registration (tax implications), the company's age, the existing articles of association and the share capital structure.

Step 3: Due Diligence

A legal and financial review is carried out. For shelf companies from a reputable provider, this is straightforward — the entire history is transparent. For shell companies, the review covers tax filings, outstanding liabilities, social security contributions (AHV/BVG) and any pending legal disputes.

Step 4: Share Purchase Agreement

The purchase contract is drafted and signed. Share transfer in an AG occurs by endorsement (Namenaktien/registered shares) or delivery (Inhaberaktien/bearer shares, where still applicable). No notary is required for the share transfer itself.

Step 5: Trade Register Mutation

New board members, signatories and — if desired — a new company name, registered office and business purpose are filed with the cantonal Commercial Register Office. Statutory amendments require notarial certification. Processing times vary by canton but typically take 3–7 business days.

Step 6: Bank Account Setup

A Swiss corporate bank account is opened or transferred. Foreign-owned companies face additional compliance checks (see section below), but with proper documentation, this step is achievable within one to two weeks.

Kostenlose Erstberatung

Questions about buying a Swiss company? Free initial consultation — no obligation.

Request a Consultation

What Are the Costs of Buying a Company in Switzerland?

The total cost depends on the type of entity and the share capital requirements set by Swiss corporate law.

AG (Aktiengesellschaft / Corporation)

Cost Component Amount
Purchase price (shelf company) CHF 5'000–12'000
Minimum share capital (legally required) CHF 100'000 (min. CHF 50'000 paid in)
Trade register mutation fees CHF 800–1'500
Notary fees (statutory changes) CHF 500–1'500
Trustee/advisory fees CHF 2'000–5'000
Total (typical shelf AG) CHF 108'000–120'000

GmbH (Gesellschaft mit beschränkter Haftung / LLC)

Cost Component Amount
Purchase price (shelf company) CHF 4'000–9'000
Minimum share capital (legally required) CHF 20'000 (fully paid in)
Trade register mutation fees CHF 600–1'200
Notary fees CHF 400–1'000
Trustee/advisory fees CHF 1'500–4'000
Total (typical shelf GmbH) CHF 26'500–35'200

The share capital is not a sunk cost — it remains within the company as working capital, available for business operations once the entity is active.

What Legal Requirements Apply to Foreign Buyers?

No Nationality Restrictions on Share Ownership

Swiss corporate law does not restrict share ownership by nationality. Any natural or legal person — regardless of domicile, citizenship or residency status — can acquire 100% of the shares in a Swiss AG or GmbH. This principle is codified in the Swiss Code of Obligations (OR Art. 620 ff.).

Board Member Residency Requirement (OR Art. 718 Abs. 4)

At least one member of the board of directors must be domiciled in Switzerland. This person must have sole signatory authority or joint signatory authority together with another Swiss-resident board member. The requirement ensures that the company can be legally represented from within Switzerland.

For foreign investors who do not reside in Switzerland, the standard solution is a VR-Domizil (board member mandate). Mueller Treuhand provides this service: a qualified trustee joins the board as a formal member with registered signatory authority, satisfying the legal requirement while the investor retains full economic control through share ownership.

Lex Koller — Restriction on Real Estate Only

The Lex Koller Act (Federal Act on the Acquisition of Immovable Property by Persons Abroad) restricts foreign nationals from purchasing residential real estate in Switzerland. This law does not prevent foreigners from buying Swiss companies. It only becomes relevant if the acquired company owns Swiss residential property or if the purchase is deemed a circumvention of the real estate restrictions.

Commercial and industrial properties are exempt from Lex Koller. A foreign investor buying a shelf AG to run a trading, consulting or technology business faces no Lex Koller restrictions whatsoever.

How Do Foreign-Owned Companies Open a Bank Account?

Opening a Swiss corporate bank account as a foreign-owned entity requires more documentation than for domestic owners, but it is entirely standard practice. Swiss banks are accustomed to international corporate clients.

Typical Documentation Required

  • Certified copy of the trade register extract
  • Articles of association (Statuten)
  • Board resolution authorising account opening
  • Passport copies and proof of address for all beneficial owners (UBO)
  • Description of intended business activity
  • Source of funds documentation
  • Tax residency certificates

Timeline and Tips

Expect 2–4 weeks from submission to account activation. Banks in Zug and Zurich handle international setups routinely. Cantonal banks tend to be more conservative than private banks or digital banking providers.

Having a Swiss-resident board member (VR-Domizil) significantly smooths the process. Banks view the presence of a local, regulated trustee as a compliance positive.

Why Zug? Canton Comparison for Company Buyers

The canton where your company is registered directly affects its tax burden. Switzerland's federal system means corporate tax rates vary substantially between cantons.

Canton Effective Corporate Tax Rate Key Advantage
Zug ~11.9% Lowest combined rate, established international business community
Lucerne ~12.3% Central location, competitive rates
Nidwalden ~12.0% Small, efficient administration
Schwyz ~14.1% Proximity to Zurich, no estate tax
Zurich ~19.7% Largest talent pool, major financial centre
Geneva ~14.0% International organisations, French-speaking
Bern ~21.0% Capital city, federal administration hub

Zug stands out for foreign investors. The canton combines the lowest effective corporate tax rate in Switzerland with a dense network of international law firms, fiduciary companies and banking institutions. Mueller Treuhand operates from Baarerstrasse 12 in Zug — at the centre of this ecosystem.

Relocating an existing company to another canton is possible through a seat transfer (Sitzverlegung), but it is simpler and cheaper to acquire a company already registered in the preferred canton from the start. Our available entities list includes companies registered in Zug, Zurich, Schwyz and other cantons.

Due Diligence When Buying a Swiss Company

A proper due diligence review protects the buyer from inheriting hidden problems. The scope depends on the type of acquisition.

Shelf Company (Minimal Risk)

  • Confirmation of paid-in share capital
  • Review of annual accounts (typically minimal activity)
  • Trade register extract verification via Zefix
  • Debt enforcement register extract (Betreibungsregisterauszug)
  • Tax status confirmation from cantonal tax authority

Shell Company (Thorough Review Required)

All items above, plus:

  • Three to five years of financial statements
  • Outstanding VAT obligations
  • Social security contribution status (AHV/BVG)
  • Pending litigation or arbitration
  • Contract obligations (leases, licences, employment)
  • Intellectual property ownership

A detailed guide is available on our due diligence page.

Kostenlose Erstberatung

Ready to acquire a Swiss company? Contact Nathan Mueller for a free initial consultation.

Get in Touch

Frequently Asked Questions

Can a foreigner buy a company in Switzerland?

Yes. There are no nationality or residency restrictions on acquiring shares in a Swiss AG or GmbH. Any person or entity worldwide can purchase 100% of a Swiss company. The only requirement is that at least one board member must be resident in Switzerland — a condition easily met through a board member mandate (VR-Domizil) provided by a Swiss trustee such as Mueller Treuhand.

How long does it take to buy a ready-made company in Switzerland?

A shelf company (Vorratsgesellschaft) can be transferred within 3–5 business days. A shell company (Mantelgesellschaft) typically takes 5–10 business days due to the additional due diligence required. Active business acquisitions take 4–12 weeks or longer, depending on the complexity of the handover.

What is the minimum capital required?

For an AG, the minimum share capital is CHF 100'000 (of which at least CHF 50'000 must be paid in). For a GmbH, the minimum is CHF 20'000, fully paid in. This capital belongs to the company and can be used for business operations — it is not a fee or tax.

What is the difference between a shelf company and a shell company?

A shelf company (Vorratsgesellschaft) was founded specifically for resale and has never traded. Its balance sheet is clean with no operational history. A shell company (Mantelgesellschaft) was formerly active but ceased operations. It may have a longer trade register history, which some buyers value, but it requires more careful due diligence to exclude hidden liabilities.

Do I need to live in Switzerland to own a Swiss company?

No. Shareholders can reside anywhere in the world. Swiss law only requires that at least one board member is domiciled in Switzerland (OR Art. 718 Abs. 4). Foreign investors routinely appoint a Swiss-resident trustee to the board under a formal mandate. This arrangement is legally recognised and standard practice across Switzerland.

What taxes does a Swiss company pay?

Swiss companies pay federal corporate income tax (8.5% on profit) plus cantonal and municipal taxes. The combined effective rate varies by canton — from approximately 11.9% in Zug to over 21% in Bern. VAT (Mehrwertsteuer) at 8.1% applies if annual turnover exceeds CHF 100'000. Our cantonal tax comparison provides full details.

Can I change the company name after purchase?

Yes. After acquiring the shares, the buyer can change the company name, registered office, business purpose and board composition through a single statutory amendment. This requires notarial certification and a filing with the Commercial Register. The process takes approximately one week.

Next Steps — Buy Your Swiss Company

If you are looking to buy a company in Switzerland, Mueller Treuhand offers a direct path from initial enquiry to fully operational entity. As a Zug-based fiduciary led by Nathan Mueller (Eidg. dipl. Treuhandexperte), we handle every aspect: company selection, due diligence, share transfer, trade register mutation, bank account setup and ongoing corporate administration.

Contact us:

Kostenlose Erstberatung

AG kaufen, gründen oder verkaufen? Wir beraten Sie unverbindlich und kompetent.