Legal forms of companies
AG or GmbH?
Which is the most suitable legal form for my company?
We roughly compare the public limited company with the private limited company (GmbH). Other company forms, such as private companies or collective companies, are not covered here.
Before we ask you a few questions to help you decide which company form is right for you, here are a few similarities:
1) Neither the partners (GmbH) nor the shareholders (AG) are liable for company debts.
2) At least one authorised representative must be resident in Switzerland. In the case of a public limited company, this person must be a member of the board of directors or a director, and in the case of a limited liability company, a managing director or director.
Key differences:
| Advantage "AG" | Disadvantage "AG" | Advantage "GmbH" | Disadvantage "GmbH" | |
| Shares-resp. nominal capital | At least CHF 100‘000 of which 20%, but at least CHF 50‘000, must be paid in. | At least CHF 20‘000.- Einzahlung 100%. | ||
| Nominal value of the shares or common stock | At least 1 Rappen. | At least CHF 100.- | ||
| Publicity | Generally, the names of shareholders and the number and amount of their shares do not have to be disclosed publicly. | The names, places of residence and domicile of the shareholders as well as the number and amount of their ordinary shares and any changes must be made public. | ||
| Supplementary margin obligations (obligations other than the duty to pay) | No additional funding obligations can be imposed on shareholders. | Articles of association can oblige shareholders to make additional contributions. | ||
| Additional obligations | No additional performance obligations can be imposed upon shareholders. | Articles of association may provide for additional obligations that serve the purpose of the company, maintain its independence or preserve the composition of the shareholders. |