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Company formation in Zug — Zuger See, Canton Zug, Switzerland

Service

Company Formation
in Zug

GmbH & AG Formation Notarization & Register From CHF 3,500 Crypto Valley Specialists

· Mueller Stöckli Treuhand AG

Canton Zug is where more than 6,000 companies have chosen to register — from crypto startups to multinational holding structures. The Handelsregister process is efficient, the tax rate is among Europe's lowest, and the local ecosystem provides direct access to banking, legal, and fiduciary services.

GmbH vs. AG — which is right?

Feature GmbH AG
Min. capital CHF 20,000 (fully paid) CHF 100,000 (min. CHF 50,000 paid)
Shareholder visibility Publicly visible in register Not disclosed in register
Governance Managing director(s) Board of directors
Best for SMEs, startups, subsidiaries Larger enterprises, investor structures
Audit requirement Limited exam (opt-out possible) Limited or ordinary exam

Formation process — step by step

  • Prepare articles of association (Statuten)
  • Open a capital deposit account at a Swiss bank
  • Notarization (öffentliche Beurkundung) — we coordinate the notary
  • Submit to Commercial Register (Handelsregister) — company receives legal personality
  • Post-registration: tax registration, VAT, social insurance, bank account
  • Registered address and domicile services available

Crypto Valley — Zug

Zug is home to Switzerland's Crypto Valley, with the highest concentration of blockchain and fintech companies in Europe. The Swiss DLT Act (DLT-Gesetz), in force since February 2021, provides a dedicated legal framework for tokenised securities and distributed ledger trading facilities — one of the most comprehensive regulatory frameworks for digital assets in the world.

Entity choice for crypto and blockchain businesses depends on activity type. An AG is the standard vehicle for token-issuing entities and exchange operators: bearer shares are not permitted in a GmbH, and the AG structure is better suited for investor participation and FINMA licensing. A Stiftung (foundation) is commonly used for protocol governance and DAO structures where there is no commercial shareholder. A Verein is an option for open-source developer communities with no profit motive.

FINMA classifies tokens as payment tokens, utility tokens, or asset tokens. The applicable regulatory regime — and the required AML compliance structure — depends on this classification. Companies issuing or handling payment tokens or asset tokens typically require membership of a FINMA-supervised self-regulatory organisation (SRO) or, for larger operations, a FINMA licence under the Banking Act or FinIA. We coordinate with specialist crypto counsel on FINMA classification and SRO onboarding where required.

Bank account opening for Crypto Valley entities requires specific preparation. Cantonal and national banks apply heightened KYC for blockchain businesses. The most reliable options for newly formed crypto entities are SEBA Bank and Sygnum Bank — both FINMA-licensed and built for digital asset companies — and selected neobank platforms with clear virtual asset policies. We include bank introductions as part of our Crypto Valley formation service.

All-inclusive fee: CHF 3,500

Our GmbH formation fee of CHF 3,500 covers all fiduciary work from drafting the articles to handing over the registration confirmation. Notary fees and registry fees are charged separately (approx. CHF 1,000–1,500 total). AG formation from CHF 5,500.

GmbH vs AG — Which Structure?

The table above shows the headline numbers. Here is what those numbers mean in practice.

A GmbH (Gesellschaft mit beschränkter Haftung) requires a minimum share capital of CHF 20'000, fully paid up at formation. Shares are not freely transferable without the consent of co-shareholders, unless the articles of association provide otherwise. This makes the GmbH well suited to closely held companies, family businesses, and single-owner structures. Managing directors need not be shareholders. The company is listed in the Handelsregister with the names of its shareholders publicly visible.

An AG (Aktiengesellschaft) requires a minimum share capital of CHF 100'000, with at least CHF 50'000 (or 50%) paid in at formation. Shares are freely transferable unless the articles restrict transfer. An AG is required for companies seeking external investors, venture capital, or eventual listing on a stock exchange. The board of directors (Verwaltungsrat) must have a minimum of one member. An annual general meeting (Generalversammlung) is required by law.

For most international clients establishing a Swiss subsidiary or holding vehicle, the GmbH is the standard choice: lower capital requirement, no AGM obligation, and a simpler governance structure. We advise on the appropriate structure at the initial consultation, taking into account ownership, planned activities, and tax considerations.

Post-Formation Compliance

Registering the company is one step. Compliance obligations begin immediately after the Handelsregister entry date.

  • Social insurance (AHV): If the company employs staff — including the owner in an executive capacity — register with the cantonal AHV compensation office within 30 days of the first employment. Failure to register results in retrospective contribution assessments with interest.
  • VAT registration: Mandatory once global turnover exceeds CHF 100'000 per year. Register with the Federal Tax Administration (ESTV) before the threshold is reached; voluntary registration is possible below the threshold. See our VAT compliance service for details on rates, reporting periods, and reclaim procedures.
  • Operating bank account: The capital deposit account used at formation is a blocked account, released by the bank once the Handelsregister entry is confirmed. The company's operating account is opened separately. We assist with introductions to Swiss banks and prepare the required corporate documentation.
  • Beneficial owner register: All Swiss companies must maintain an internal register of beneficial owners (Verzeichnis der wirtschaftlich Berechtigten) under Swiss anti-money-laundering law (GwG Art. 697j OR). The threshold for disclosure is a shareholding of 25% or more. This register is not public but must be produced to authorities on request.
  • Annual accounts: Statutory accounts must be prepared within six months of the financial year-end and submitted to the tax authority. Depending on company size, a limited statutory examination or ordinary audit may apply. Our bookkeeping and reporting service covers the full annual cycle from transaction posting to tax return filing.

We provide a post-formation compliance checklist to every client on the day of Handelsregister confirmation. Nothing is left to chance.

All company formation engagements are handled by EXPERTsuisse certified fiduciaries. We are licensed by the Swiss Federal Audit Oversight Authority (RAB) and operate under Swiss professional secrecy obligations.

FAQ

Common questions

How long does GmbH formation take in Zug?

From signing the articles of association to entry in the Commercial Register takes 2–5 business days in Zug. The main variable is notary scheduling. The company acquires legal personality on the date of Commercial Register entry — not before.

What is the minimum share capital for a Swiss GmbH?

The minimum share capital for a GmbH is CHF 20,000, fully paid up at formation. For an AG, the minimum authorised share capital is CHF 100,000, of which at least CHF 50,000 (or 50%) must be paid in at formation. Capital is deposited into a blocked account before the notarial deed.

Can a foreign national form a Swiss company?

Yes. There is no Swiss citizenship or residency requirement for shareholders or directors of a GmbH or AG. However, at least one person authorised to represent the company (managing director or board member) must be domiciled in Switzerland. Our resident director service fulfils this requirement.

Do I need a Swiss bank account before forming the company?

Yes — a capital deposit account at a Swiss bank is required before the notarial deed. This is not the same as the company's operating account; it is a blocked account released after Commercial Register entry. We assist with bank account opening as part of the formation process.

Register your company in Zug

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Start your Zug registration

From signed articles to Handelsregister entry in 2–5 business days. All-inclusive from CHF 3,500.