Share capital and business bank account: what do you need to know in Switzerland?
How much share capital is needed to set up a company in Switzerland, how do you open a business bank account, and what should you watch out for when choosing between an AG and a GmbH? Concrete figures, steps, 2025–2026.
Capital requirement: obligation or choice?
In Switzerland, share capital (Stammkapital for a GmbH, Aktienkapital for an AG) is not optional — it is a legal requirement. The Swiss Code of Obligations (Obligationenrecht / OR) governs both company forms and clearly sets out the minimum amounts and payment conditions.
The obligation serves a dual purpose: on the one hand, it protects creditors (the company’s assets are separated from the members’ personal assets); on the other hand, it acts as an entry barrier that filters out non-serious incorporation attempts.
For a sole proprietorship (Einzelunternehmen), there is no capital requirement — however, this form does not provide limited liability, and the entrepreneur is liable for the company’s obligations with their personal assets. For a Swiss cooperative (Genossenschaft), different rules also apply.
Capital requirements by company form:
Company form | Hungarian equivalent | Minimum capital | Minimum paid-in amount | Legal basis |
|---|---|---|---|---|
GmbH | Ltd. | CHF 20 000 | CHF 20 000 (100%) | OR Art. 773 |
AG | PLC / public limited company | CHF 100 000 | CHF 50 000 (50%) | OR Art. 621, 632 |
Einzelunternehmen | Sole proprietorship | — | — | — |
Genossenschaft | Cooperative | — (set out in the articles of association) | — | OR Art. 828 ff. |
How much is the share capital in 2025–2026, and what changed?
The minimum share capital for a GmbH was on 1 January 2023 reduced to CHF 20 000 from the previous CHF 20 000 — this amount has not changed, but the 2023 OR reform (Swiss Code of Obligations reform) changed GmbH rules in several other respects, including making capital adequacy requirements more flexible.
⚠️ Important: the 2023 OR reform has entered into force, but the application of some detailed rules is being phased in gradually. Below we set out the consolidated position applicable in 2025–2026.
GmbH (Gesellschaft mit beschränkter Haftung):
Minimum Stammkapital: CHF 20 000
The full amount must be paid in before incorporation
The capital is divided into nominal-value equity interests (Stammanteile), with a minimum nominal value of CHF 100
Number of members: at least 1 person (natural or legal person)
AG (Aktiengesellschaft):
Minimum Aktienkapital: CHF 100 000
Of this, at least CHF 50 000 must be paid in before incorporation (the remaining CHF 50 000 may be so-called conditional capital, as set out in the articles of association)
Minimum nominal value of the shares: CHF 0.01 (before the 2023 reform it was 1 centime; the amendment to OR Art. 622 confirmed this)
Number of founders: at least 1 person
Contribution in kind (Sacheinlage): For both company forms, the share capital may be contributed partly or entirely in non-cash form, using assets such as real estate, machinery, intellectual property, or an interest in another company. However, this requires a significantly more complex procedure: an auditor’s confirmation (Sacheinlagenbericht), a detailed valuation, and disclosure in the commercial register are necessary. For Hungarian founders, particular care is required if the asset is registered in Hungary.
How do you open a company bank account in Switzerland?
Opening a company bank account is one of the most commonly underestimated steps in the incorporation process. In recent years, Swiss banks — partly due to stricter anti-money laundering (AML / Anti-Money Laundering) rules — have applied significantly more stringent customer due diligence (KYC / Know Your Customer) procedures, especially for founders resident abroad.
What type of bank account is needed for incorporation?
To pay in the share capital, a so-called incorporation escrow account (Kapitaleinlagekonto / compte de dépôt de capital) is required, opened specifically for this purpose. This is not the same as the company’s operating bank account. The bank blocks the amount deposited in the incorporation escrow account until the company has been entered in the Handelsregister — after that, the funds are released and become available to the company.
After registration, most companies open a regular current account (Geschäftskonto) with the same bank, but this is not mandatory.
What documents are required?
The exact document list varies from bank to bank, but the following are required in almost all cases:
For the founders:
Valid identity document (passport or Swiss residence permit)
Proof of address (not older than 3 months) — this can also be satisfied with a document issued in Hungary
Declaration of beneficial owner (wirtschaftlich Berechtigter / UBO) — based on OR Art. 697j
In some cases: proof of the source of funds (Herkunftsnachweis), especially for amounts above CHF 50,000
For the company:
Draft articles of association (Statuten) or declaration of intent to incorporate
Business plan (requested by some banks, not by others)
Proof of company name and registered office
For Hungarian founders, please pay particular attention to the following:in some cases, banks request the Hungarian tax identification number (adóazonosító jel or adószám), as well as the FATCA/CRS declaration within the framework of automatic exchange of tax information.
How long does it take and how much does it cost?
The time and cost of opening a bank account vary significantly from bank to bank and depending on the client profile:
Type of bank | Average processing time | One-time fee (approx.) | Monthly account maintenance fee (approx.) |
|---|---|---|---|
Major bank (UBS, Credit Suisse / UBS, Raiffeisen, PostFinance) | 2–6 weeks | CHF 0–500 | CHF 15–80 |
Cantonal bank (Kantonalbank) | 2–4 weeks | CHF 0–300 | CHF 10–60 |
Neobank / fintech (Neon Business, Yapeal, Finom) | 1–5 business days | CHF 0–100 | CHF 0–30 |
⚠️ The fees above are for information only and reflect market conditions as of early 2025. Banks’ pricing changes regularly.
PostFinance and Raiffeisen are traditionally more open to small and medium-sized enterprises (KMU / Kleine und mittlere Unternehmen). The cantonal banks (Kantonalbanken)The advantage is that they are well known regionally and more closely integrated into the local business network. neobanks are faster and cheaper, but they do not always provide the foundation deposit account function — this should always be checked before incorporation.
Step-by-step process for paying in the share capital
Paying in the share capital and incorporation is not a linear process — the steps depend on one another, and changing the order can cause delays.
1. Start opening a bank account Contact the bank you have chosen and request the list of documents required to open the foundation deposit account (Kapitaleinlagekonto). It is advisable to start this during the planning phase of the incorporation, 4–8 weeks before the planned registration.
2. Pay in the share capital Once the bank has opened the deposit account, transfer the full share capital amount (CHF 20 000 for a GmbH, at least CHF 50 000 for an AG). The payment may also come from a foreign bank account, but in that case the bank will carry out enhanced checks on the source of funds.
3. Obtain the bank confirmation (Kapitaleinlagebestätigung) After the payment, the bank issues a confirmation certifying that the share capital is available on the account and blocked. This confirmation is a mandatory attachment for the notarisation of the incorporation deed.
4. Notarisation (öffentliche Beurkundung) The notary (Notar) notarises the articles of association (Statuten) and the incorporation deed. For this, the bank confirmation, proof of the founders’ identity, and all incorporation documents are required.
5. Registration in the Handelsregister The notary or the founders submit the registration application to the cantonal commercial register office (Handelsregisteramt). After registration, the company acquires legal personality, and the bank releases the share capital.
6. Open a regular company bank account Once the extract from the Handelsregister (Handelsregisterauszug) has been received, the company’s regular current account can be opened.
Tax and registration implications
Commercial register (Handelsregister)
Every GmbH and AG must be entered in the cantonal Handelsregister. The registration fee varies by canton, but for the initial registration it is generally between CHF 600–900. The registered data are public — including the amount of share capital, the names of the members, and the details of the managing directors.
VAT registration (MWST / Mehrwertsteuer)
If the company’s expected annual turnover exceeds CHF 100 000, VAT registration with the Federal Tax Administration (ESTV / Eidgenössische Steuerverwaltung) is mandatory. This obligation is independent of the share capital, but it is worth planning for it in advance when opening the bank account.
Accounting obligation
Every GmbH and AG is required to keep double-entry bookkeeping (doppelte Buchhaltung) and prepare annual financial statements (Jahresabschluss). The share capital appears on the balance sheet under equity (Eigenkapital), and capital loss (Kapitalverlust) triggers statutory obligations (OR Art. 725).
Hungarian aspect: double taxation and capital export
For Hungarian founders, it is important to note that the share capital transferred to Switzerland may fall under the Hungarian-Swiss double taxation agreement (1981, as amended) if the capital originates from income earned in Hungary. As regards capital export, there is no general restriction in Hungary within the EU/EEA, but the source of the funds must be documented — both for the Swiss bank and in the event of any Hungarian tax authority review.
Which bank and which type of account is most suitable?
There is no single “best” solution — the choice depends on the founders’ profile, the company’s planned activities, and the time available.
PostFinance:widely accessible, relatively straightforward KYC process, but for founders with foreign residence the due diligence takes longer.
Cantonal banks (e.g. Zürcher Kantonalbank / ZKB, Berner Kantonalbank / BEKB):strong regional network, KMU-friendly approach, but account opening may require personal presence.
Raiffeisen:cooperative structure, local branches, KMU focus — especially advantageous in rural cantons.
Neobanks (Neon Business, Yapeal, Finom):fast digital onboarding, low fees, but they do not always provide the foundation deposit account (Kapitaleinlagekonto) function. Before incorporation, always ask the bank whether they offer this service.
Practical advice:if none of the founders has a Swiss residence permit, opening a bank account may take longer. It is worth contacting several banks in parallel and proceeding with the one that responds positively first.
Common mistakes and risks related to share capital management
1. Leaving bank account opening until the last minute.The due diligence process at Swiss banks can take weeks. If account opening is delayed, the entire incorporation timeline slips.
2. Using the share capital before registration.The amount held on the deposit account is not accessible until registration — this is a legal requirement. If someone nevertheless tries to bypass it, the incorporation may be invalid.
3. Declaring non-cash contributions with insufficient documentation.Valuation of the contribution requires an auditor’s confirmation. If the documentation is incomplete, the Handelsregister will return the application.
4. Failing to take capital loss rules into account.If the company’s equity falls to half of the share capital, Art. 725 OR creates an immediate duty to act (convening an extraordinary general meeting). Many founders are not aware of this.
5. Not documenting the source of capital when the amount is transferred from a foreign bank account.The Swiss bank may return the transfer or suspend account opening if the source of funds is not properly verified.
6. Not checking whether the neobank provides a Kapitaleinlagekonto.Several founders have experienced that an account opened with a digital bank was not accepted by the notary in the incorporation process.
Sources
Swiss federal portal (ch.ch): https://www.ch.ch/en/
KMU portal (State Secretariat for Economic Affairs, SECO): https://www.kmu.admin.ch/
Self-employment and starting a business in Switzerland: https://www.ch.ch/en/work/self-employment/
Swiss Code of Obligations (Obligationenrecht / OR), especially Art. 620–763 (AG) and Art. 772–827 (GmbH): https://www.fedlex.admin.ch/eli/cc/27/317_321_377/hu (Hungarian translation not available; original in German/French/Italian)
Federal Commercial Register (Handelsregister): https://www.zefix.ch/
Federal Tax Administration (ESTV / Eidgenössische Steuerverwaltung): https://www.estv.admin.ch/
Related Articles
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In Brief
In Switzerland, setting up a GmbH or an AG requires mandatory share capital, which must be placed in a bank escrow account before registration. For a GmbH, the full CHF 20,000 must be paid in; for an AG, at least CHF 50,000 must be paid in from the CHF 100,000 share capital. Opening a business bank account often takes several weeks because of strict KYC/AML checks.
Key Takeaways
- To set up a GmbH, the full CHF 20,000 share capital must be paid in before registration.
- To set up an AG, CHF 100,000 share capital is required, of which at least CHF 50,000 must be paid in upfront.
- To pay in the share capital, you must open a separate incorporation escrow account, which is not the same as the operating business bank account.
- The bank confirmation is a mandatory attachment for notarisation, so it is advisable to start the account-opening process several weeks in advance.
- In the case of a contribution in kind, an auditor’s confirmation and a detailed valuation are required.
- If the company’s expected annual turnover exceeds CHF 100,000, VAT registration is also mandatory.
Frequently Asked Questions
What is the share capital requirement in Switzerland for a GmbH and an AG?
The minimum share capital for a GmbH is CHF 20,000, and it must be paid in full before incorporation. The minimum share capital for an AG is CHF 100,000, of which at least CHF 50,000 must be paid in before incorporation.
Is share capital required for a sole proprietorship in Switzerland?
No, there is no share capital requirement for a sole proprietorship. However, this legal form does not provide limited liability, so the owner may also be liable with personal assets.
What kind of bank account is needed to set up a company in Switzerland?
An incorporation escrow account is required to pay in the share capital. This is separate from the later operating business bank account, and the bank blocks the funds until registration is completed.
What documents may the bank request for account opening?
In general, an identification document, proof of address not older than 3 months, and an UBO declaration are requested. In some cases, proof of the source of funds, as well as a draft of the articles of association or a business plan, may also be required.
How long can it take to open a business bank account in Switzerland?
Depending on the bank and the client profile, the process can take from a few working days to several weeks. The turnaround time is typically longer at major banks and cantonal banks, and shorter at neobanks.
Can share capital be contributed in kind?
Yes, for both a GmbH and an AG it is possible to satisfy the share capital requirement with assets in kind. However, this is a more complex procedure because it requires an auditor’s confirmation, a detailed valuation, and disclosure in the company records.
When is VAT registration mandatory in Switzerland?
If the company’s expected annual turnover exceeds CHF 100,000, VAT registration with the ESTV is mandatory. This obligation is independent of the share capital, but it should be taken into account when planning the incorporation.
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