Starting a business questions (gmbh/LLC)

Before i ask a question - here is the nice resource covering tax regime in CH.

If i establish LLC, which is also a form of investment…

  1. Do I have to have hired employees, or its ok to run it wearing owners hat and getting dividends?

  2. In case LLC is dormant (no income) - do i still need to report blank taxes?
    2.1) is there some grace period for new companies?

  3. if i only have a single customer - is it a problem? (e.g. consulting services)

I’m not really sure what you are trying to explain.

I don’t really understand how a LLC is a form of investment. Please elaborate more on this.

You don’t need to hire employees. You can either employ yourself, or you are creating a so-called Sitzgesellschaft (no employees). I’m just wondering how do you want to receive dividends. Where is the money coming from?

You still have to send an annual balance sheet to the tax authorities. There is no grace period for new companies, just the option to prolong your business year (e.g. starting a company today (20.09.2021), you can prolong your business year until 31.12.2022)

That could lead to problems with Scheinselbständigkeit. Better to have at least two different customers.

Please note that owning a LLC/GmbH comes with costs attached. You need to put 20k down initially, then register the company, if you have an operating company (at least one employee) you need to pay AHV, UVG, BVG and liability. If you have a Sitzgesellschaft, you will pay more for your bank account (banks are charging more for that).

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Technically it is same as you buy, say a Glencore stock on a SWX, representing a share in a company, whereas shareholders value =EPS+change in stock price.

i dont want to restrict the legal entity to a certain type of business. nor i want to play selbstständing games. whatever would fly - business consulting (e.g. SAP consulting or offshore programming - programmers are subcontractors - not employees), or importing some goods and selling in CH… I just want to have a legal entity for all of that, and see whatever could make sense.

thats not a cost. thats shifting cash from one pocket to another.
Yes Im able to build a Discounted Cash Flow model, project BS+PnL etc. thus i i want to avoid the luxury of hiring for the beginning.
Yes I understand with dividends i get taxed twice - Corporate income Tax + dividends tax.

is it different from gmbh?

i guess within 3 years period it is safe?

thanks you.

Just that you don’t have a change in stock price, because LLC shares are not traded in public.

When registering the company, you need to state a purpose. Hence, you need to give a description of what you are trying to offer. I’m not sure if you can register a company for IT consulting and then just import goods.

Sitzgesellschaft is also a GmbH, just without any employees. You could also call it vermögensverwaltende Gesellschaft.

I’m not a tax advisor, so I can’t tell you if this is safe or not.

Just be prepared that you will have annual administration costs for running a GmbH. If you are employing yourself as the managing director, you need to register with Ausgleichskasse (plus paying AHV/UVG/BVG, as mentioned above). I would have to check the fixed costs for my companies, but it’s easily a few thousand per year (tax advisor included).

The company purpose has to be specific and will be published into the commercial registry. You can’t have a “we do various things” business.

But I guess I can have more than one.
I’ve seen charters of some companies (not in ch) with more than one business activity.
Where can I get some details? Which Verwaltung is responsible for reading out founding documents and registering gmbh?

Sure, you can have as many companies as you want each with an individual purpose, but that of course will increase the costs and administrative effort.

Also, be aware that if this is just a side hustle, you won’t be able to profit from unemployment insurance as long as you’re listed as a director of any of these companies.

Yeah I have already all kiga budget used… ) job market here is not welcoming since 2 years now.
Don’t ask… restructures in pharmaceutical sector leave lots of professionals stranded and thus undemanded.

… things you need to know before establishing an LLC (code of obligations, title 28):

https://www.fedlex.admin.ch/eli/cc/27/317_321_377/en#part_3/tit_28

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There’s no central Verwaltung. You have to register with the commercial registry (Handelsregister) of the canton you’ll have your office / domicil. Regarding company purpose: just use moneyhouse and check for any company in Switzerland. You’ll find the company purpose for every company there.

Thanks. The question was rather if there is any fed/cantonal/gemeine body helping out KMUs that could answer my not yet complicated questions before I go to a lawyer and pay tons of cash?

By the way, what is Treuhand? A trust company or what? Which body certifies Treuhänders?

You can try one of the startups.ch free courses (I think they are offered online atm) or contact IFJ.

Treuhänder = tax advisor. You can check www.treuhandsuisse.ch for certified tax advisors. They should also be able to answer those questions, and most probably are cheaper than lawyers.

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