Are you planning to set up a business? We give you an overview of the most important points and some advice.
Your plan of action is not limited to the choice of legal form and publication in the Swiss Official Gazette of Commerce (SOGC). By taking simple steps in advance, you can save time.
Pay particular attention to intellectual property, such as copyrights, inventions, trademarks, products or websites. Checking that a brand name does not already exist is an essential step. Some applications for protection of trademarks, patents or designs must be submitted to the Swiss Federal Institute of Intellectual Property (IPI). Often, extensive clarifications are necessary before submitting the corresponding applications in order to exclude the possibility of infringing the intellectual property of others. In addition, it must be carefully considered for what purpose and in what context protection is to be applied for; sometimes a demanding undertaking. Various aspects have to be taken into account, especially the question of whether international protection should be obtained. However, protection under intellectual property law is essential and should not be forgotten or pushed aside because one does not want to deal with it. A positive side effect of dealing with this issue is that founders usually deal with the business model and their strategy in depth as part of the preparation and drafting of the application and may even gain helpful insights for the future.
It is important to clarify relevant points first, in particular the purpose of the company, the location of the registered office, the share capital, the contributions and the company bodies (board of directors, management and auditors). The head quarter can be at a shareholder’s domicile or a company site. Bank account, tax and insurance matters must also be taken into account, in particular the deposit of shares with the bank, application to the Federal Tax Administration if there is a VAT obligation, registration with the AHV compensation office or statements of mandatory insurance if staff are employed. The founding documents must be certified by a notary office, except in the case of sole proprietorships.
It is important to know whether the chosen company must be registered in the commercial register. If an entry is required, the documents for the entry in the commercial register must be prepared for the competent cantonal commercial register office and filed there. The Commercial Register Ordinance contains the legal form-specific provisions for registration.
Martin Rechtsanwälte GmbH and MSM Group AG will support you with the practice-relevant documents including the company documents and are available to answer other questions in connection with the foundation of your company.
Sources:
– SME Portal
– Admin.ch
If you have any questions or need support, please do not hesitate to contact us.
Interests me (email to sekretariat@m-win.ch; we will contact you)
Note: This article was published on our blog by the independent legal office “Martin Rechtsanwälte GmbH“.
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