The most common type of business entity is a company limited by shares (Aktiengesellschaft - AG). To establish an AG, several requirements have to be met. Foreign nationals may own all the shares but the majority of the directors must be Swiss citizens domiciled in Switzerland. The minimum capital for an AG is CHF 100,000. Twenty percent of the share capital, at least CHF 50,000, must be paid-in.

As a result of the revised corporate law which came into effect during July 1992, the limited liability company (Gesellschaft mit beschränkter Haftung, GmbH) has also become an attractive alternative. The maximum capital must be less than CHF 2,000,000. The company capital is divided into quotas. The amount of each of these quotas may differ; however, the quota must be at least CHF 1,000 or a multiple of it. Name, nationality and the holdings of quotaholders are listed in the Commercial Register. Swiss law does not provide for any nationality or residency requirements with respect to the incorporation. In the USA, the GmbH may qualify as a partnership under US tax law. This may offer some interesting international tax planning opportunities. 

Another type of business entity is a company of two or more individuals who operate a commercial business (Kollektivgesellschaft). They are jointly liable for the partnership’s liabilities, without limit. This form of business organization is not available to corporate investors. 

Another type is a company of one or several partners where liability is limited to the capital contribution only (Kommanditgesellschaft). Limited partners may be individuals of legal entities; and at least one partner must be fully liable for the obligations of the firm.

Some other types of companies include sole proprietorships and cooperatives; however, since they are not very interesting to investors, they are not described here in more detail. 

Single and collective companies must register when they have revenues over CHF 100,000. Corporations, limited liabilities and general partnerships must register when they are established. 

It is relatively fast and easy to establish a company in Canton Schaffhausen. Typically the entire process can be completed within six weeks, and in special circumstances, this time may be significantly reduced. The following checklist shows you the most important steps and what support we can offer you.

Phase I: Meeting with the Economic Development Unit

	Why a Swiss company? (e.g. taxes, educated employees, personal reasons, ...)
	Role of the Swiss company in the company concept
	Need for real estate
	Need for employees
	Work and living permits
	Possible regional partners / services especially trustees
	Financing  Business plan / finance plan

Phase II: Detailed areas of clarification

	Taxes (profit and capital tax, deductions, ...)
	Real estate (check in our database, real estate law, contracts, ...)
	Partner (suppliers, customers, service partners, ...)
	Financing (risk capital, business plan, ...)
	Infrastructure (water, electricity, gas, ...)
	Work force (foreign workers, permit, frontier communters, social costs, ...)
	Permission (building, company permission, ...)
	Company type (establishment, organisation, liability, ...)

Phase III: Company foundation

	Trustee (company name, founders, CEO, revision, ...)
	Bank
	Commercial register (announcement in Schaffhausen and the federal tax authorities, ...)

Steps and timetable: The steps involved and the time required to establish a company in Canton Schaffhausen are shown in a table.