creating a branch office (zweigniederlassung, branch office) in switzerland is a strategic solution for foreign companies wishing to enter the swiss market without setting up an independent subsidiary. this detailed guide presents all the requirements, administrative steps, and practical considerations for 2025.
what is a swiss branch office?
a branch office is a legally dependent establishment of its foreign parent company, physically present in switzerland. unlike a subsidiary (sa or sàrl), the branch office does not have a separate legal personality:
- liability: all debts and obligations of the branch office are directly binding on the parent company
- capital: no minimum share capital is required
- activity: can conduct business operations, sign contracts, and employ staff in switzerland
legal framework and regulations
setting up and operating a branch office in switzerland is governed by the swiss code of obligations (art. 935 et seq.), as well as specific laws of the canton of establishment.
main requirements:
- representative in switzerland: at least one person domiciled in switzerland must be authorized to represent the branch office
- physical address: the branch office must have a registered office address in the chosen canton
- registration with the commercial register: mandatory registration with the cantonal register at the place of business
steps to create a branch office
1. choosing the canton and location
the choice of canton affects:
- taxation (variable cantonal and municipal tax rates)
- administrative formalities
- access to infrastructure and the labor pool
popular cantons: zurich, zug, geneva, vaud depending on the company's strategic and tax needs.
2. required documentation
to register with the cantonal commercial register, you generally need to provide:
- extract from the commercial register of the parent company's country of origin (certified, apostilled or legalized)
- articles of association of the parent company and any amendments (translated by a sworn translator)
- minutes or board resolution authorizing the creation of the swiss branch office
- list of directors of the parent company with full contact details
- statement of activity specifying the commercial purpose in switzerland
- appointment of the representative in switzerland (with proof of swiss domicile)
- proof of address of the branch office's registered office in switzerland
important: all foreign documents must be translated into the official language of the canton (german, french or italian) and notarized if necessary.
3. naming the branch office
the name must include:
- the name of the parent company
- an explicit mention that it is a branch office (e.g. "xyz ltd, london, succursale de genève")
- the location of the parent company's registered office
this requirement ensures transparency to third parties regarding legal dependence.
4. registration with the cantonal commercial register
registration is done with the office of the commercial register (handelsregisteramt) of the chosen canton. this registration:
- confers legal capacity to act in switzerland on behalf of the parent company
- makes essential information public (representatives, address, activity)
- enables vat registration if turnover exceeds chf 100,000
processing time: generally 1 to 2 weeks after submission of the complete file.
5. publication in the swiss official gazette of commerce (fosc)
registration is published in the swiss official gazette of commerce (fosc), accessible to the public. this publication notifies potential creditors and business partners.
tax and accounting obligations
taxation
the branch office is taxed in switzerland on profits attributable to swiss activities:
- direct federal tax (ifd): around 8.5%
- cantonal and municipal tax: varies by canton (generally 12-24% combined)
- vat: mandatory if annual turnover exceeds chf 100,000
double taxation treaty: switzerland has agreements with many countries to avoid double taxation.
accounting
the branch office must:
- keep local accounts for swiss activities
- file the parent company's annual accounts with the commercial register each year
- comply with swiss accounting standards
social insurance
if the branch office employs staff:
- mandatory affiliation to avs/ai/apg (social insurance)
- accident insurance (laa)
- occupational pension (lpp) according to legal thresholds
advantages and disadvantages
advantages:
- no minimum capital required
- legal simplicity: no creation of a separate entity
- access to tax treaties between switzerland and the country of origin
- benefit from swiss image and stability
disadvantages:
- unlimited liability of the parent company for all debts
- administrative complexity: double reporting obligation (country of origin and switzerland)
- bank account opening sometimes difficult for foreign entities
estimated costs
- commercial register fees: around chf 2,000 (varies by canton)
- translations and legalizations: chf 1,000 – 3,000
- fiduciary services (file preparation, coordination): from chf 2,500
- annual domiciliation: chf 90 – 180 excl. vat / month
- notary fees: depending on required acts
costs may vary significantly depending on the complexity of the file and cantonal specifics.
overall timelines
from initial decision to effective registration:
- preparation and translation: 2 to 4 weeks
- commercial register registration: 1 to 2 weeks after submission
- bank account opening: 2 to 11 weeks (sometimes longer)
total estimate: 6 to 15 weeks for an operational branch office.
practical tips
- anticipate banking needs: prepare the kyc (know your customer) file early
- choose a local fiduciary: to facilitate administrative and tax procedures
- check tax treaties: ensure tax optimization before setting up
- plan representation: recruit or appoint a person domiciled in switzerland well in advance
ark fiduciaire services
we support foreign companies in the creation of branch offices in switzerland:
- complete preparation of the registration file
- coordination with cantonal authorities
- domiciliation and administrative services
- bank account opening
- accounting, vat, payroll and compliance
contact our team for personalized support.