Investors who have opened a company in Switzerland
should know that they are allowed to change the legal structure
under which the company functions if the situation may require such a modification. Although the change of the legal entity
is not a common action, as most of the businesses remain under the same structure they’ve established at the incorporation, the procedure is prescribed by the local legislation. It is recommended to change to business structure
in the situation in which the current legal entity
does not provide sufficient advantages or if that particular entity is no longer representing the best interests of the company. Our team of Swiss company formation specialists
can provide assistance on this matter to both local and foreign investors.
Sole proprietorship into a limited liability company in Switzerland
One of the most popular types of companies is represented by the sole proprietorship, a business carried out by a natural person, who is performing business activities in his or her own name.
The local legislation prescribes that that sole proprietorship should have minimum three customers in order to register for social security.
In the situation in which the business will grow and the businessmen will have to process the request of many customers, it can become much more advantageous to change the legal structure into a limited liability company (LLC or GmbH)
. The Swiss GmbH
makes a clear distinction between the business and its founders, who can become liable for the company’s issues only in respect to the shares owned in the company; our team Swiss company incorporation agents
can offer assistance throughout this process.
Register the new Swiss legal entity
The process of changing the legal structure of the company
is performed by closing down the current legal entity
; the company will have to be de-registered from the Commercial Registry
, and registered again under the new legal entity, alongside with all the documentation required by the institution.
The investor should receive assistance for the drafting of the statutory documents of the company –such as the memorandum and the articles of association, which will prescribe the main rights and obligations of the parties who have founded the company.