Total Upfront Cost: CHF 7,500 to CHF 24,500
The width of the range reflects three compounding variables: the provider premium spread (CHF 3,500-18,000 depending on company age and canton), the canton of domicile (notary fees in Geneva are roughly twice those in Zug), and service scope (nominee director, virtual address, and translations add CHF 3,000-8,000 on top of transactional costs).
Cost Component Breakdown
| Cost component | Shelf AG (Zug) | Shelf GmbH (Zug) | Notes |
|---|---|---|---|
| Provider premium | CHF 5,000-18,000 | CHF 3,500-8,500 | Price of the incorporated entity itself; varies by age, canton, included services |
| Notary fees | CHF 800-1,200 | CHF 600-900 | Zug rates; Geneva approximately double. Cover share transfer deed, director change, name change. |
| Commercial register (two-stage) | CHF 900-1,600 | CHF 900-1,600 | Two stages at CHF 420 each plus position/signing-authority entries. Since 1 Jan 2025. |
| Name and purpose change | +CHF 300-800 | +CHF 300-800 | Additional notary time + shareholder resolution + register update |
| Registered address (Year 1) | CHF 500-1,200 | CHF 500-1,200 | Virtual address in Zug. Zurich CHF 800-2,000; Geneva CHF 1,200-2,500. |
| Nominee director (Year 1) | CHF 2,000-8,000 | If buyer cannot supply a Swiss-resident director. Art. 718 OR requirement. | |
| Securities stamp duty | 0.15% (if applicable) | Not applicable | Only if seller is a licensed securities dealer under Art. 13 StG. Rarely triggered for standard shelf sellers. |
| Total upfront (all-in) | CHF 8,500-22,000 | CHF 6,500-12,500 | All components combined. Includes nominee if needed. |
The Two-Stage Commercial Register Filing (Effective 1 January 2025)
The most significant cost change in 2025 is the mandatory two-stage filing for all shelf company transfers. Under Art. 684a OR (AG) and Art. 787a OR (GmbH), introduced by the Federal Act on Combating Abusive Bankruptcy, shelf company transfers now proceed through two separate register filings:
- Stage 1: Filing of the change-of-control transaction with all supporting documentation for initial review.
- Stage 2: Confirmation filing once the register verifies that the company satisfies the Vorratsgesellschaft conditions under Art. 684a / Art. 787a OR (positive net assets, no ceased business activity).
Each stage carries the CHF 420 base fee plus position registrations (CHF 20 each), signing-authority entries (CHF 20 each), request preparation (CHF 10-120), and document authentication (CHF 10-120). The full two-stage process costs CHF 900-1,600, roughly CHF 1,700 more than a pre-2025 single-stage filing. Providers who quote only the CHF 420 base fee are quoting per-stage cost, not the total.
The two-stage requirement applies to all shelf transfers but does not restrict legitimate Vorratsgesellschaft transactions. A properly maintained shelf AG with intact paid-up capital and no liabilities satisfies both stages without issue.
Notary Fees by Canton
Notary fees in Switzerland are not federally standardised. Each canton sets its own tariff, calculated primarily on company share capital as the fee base:
| Canton | Shelf AG (CHF 100k capital) | Shelf GmbH (CHF 20k capital) |
|---|---|---|
| Zug | CHF 800-1,200 | CHF 600-900 |
| Zurich | CHF 1,200-2,000 | CHF 900-1,500 |
| Geneva | CHF 1,500-2,500 | CHF 1,000-1,800 |
| Bern | CHF 1,000-1,800 | CHF 800-1,300 |
Figures cover notarial work only, not register filing fees. Rush processing (24-48 hour turnaround) adds a further surcharge at most cantonal notary offices.
Shelf AG vs. Shelf GmbH: Key Cost Differences
| Feature | Shelf AG | Shelf GmbH |
|---|---|---|
| Provider premium | CHF 5,000-18,000 | CHF 3,500-8,500 |
| Minimum paid-in capital | CHF 50,000+ (CHF 100k standard) | CHF 20,000 |
| Notary fees (Zug) | CHF 800-1,200 | CHF 600-900 |
| Shareholders/members in public register | No (share register private) | Yes (all members listed publicly in ZEFIX) |
| Securities stamp duty | 0.15% if securities dealer involved | Not applicable (quotas are not securities) |
| Future share transfers | Written SPA + endorsement; no notarisation after initial transfer | Public deed required for every quota transfer (Art. 785 OR) |
| Total upfront (Zug, basic) | CHF 8,500-22,000 | CHF 6,500-12,500 |
The GmbH is cost-optimal at every layer for buyers who do not require shareholder privacy or future share-transfer flexibility. The AG commands a premium justified by ownership confidentiality, internationally recognised form, and simpler secondary transfers.
Shelf Company vs. New Incorporation: Total Cost Comparison
| Item | New AG | New GmbH | Shelf AG | Shelf GmbH |
|---|---|---|---|---|
| Share capital (required on day 1) | CHF 50,000+ new deposit | CHF 20,000 new deposit | Included in provider premium | Included in provider premium |
| Notary / formation fees | CHF 2,000-4,500 | CHF 1,200-2,500 | CHF 800-2,500 | CHF 600-1,800 |
| Commercial register fees | CHF 500-800 | CHF 500-800 | CHF 900-1,600 | CHF 900-1,600 |
| Provider premium | None | None | CHF 5,000-18,000 | CHF 3,500-8,500 |
| Timeline to operational | 5-15 business days | 5-15 business days | 1-3 business days | 1-3 business days |
| Registered history on delivery | None | None | 1-5+ years | 1-5+ years |
The shelf company's economic case rests on two points: speed (1-3 days vs 5-15 days) and registered history. For buyers who need an operating entity within a week or who need to demonstrate corporate history for banking, tender, or counterparty purposes, the provider premium is a rational spend. For buyers with no time pressure and no history requirement, new incorporation costs less in out-of-pocket fees.
Legal basis: Art. 632 OR (AG minimum capital CHF 100,000; minimum CHF 50,000 paid at formation); Art. 777c OR (GmbH minimum capital CHF 20,000, 100% paid at formation).
Annual Ongoing Costs
| Ongoing cost | Annual range (CHF) | Notes |
|---|---|---|
| Registered address | 500-2,500 | Virtual address in chosen canton. Zug cheapest; Geneva highest. |
| Nominee director | 2,000-8,000 | Swiss-resident director per Art. 718 OR. Annual retainer. |
| Bookkeeping / accounting | 2,000-10,000 | Dormant: CHF 2,000-4,000. Active trading/holding: CHF 4,000-10,000. Under Art. 957 OR. |
| Tax return preparation | 1,500-4,000 | Annual cantonal and federal CIT returns. |
| Limited audit (if not opted out) | 2,000-5,000 | Under OR Art. 727a. Opt-out available if all shareholders consent and fewer than 10 FTE. |
Hidden Costs to Budget For
- Bank account opening: CHF 0-2,500 at account opening; 2-8 weeks processing time. Challenger banks (Neon Business, Wise Business) cost less but may not satisfy all counterparty requirements.
- Certified translations: CHF 200-600 per document. Non-EU buyers with documents in non-Roman script should budget CHF 1,000-2,500 for translation costs at closing.
- Legal due diligence: CHF 1,500-5,000 for independent Swiss counsel review of corporate books, tax filings, and register extract. Recommended for premium-priced purchases or any company with more than 24 months of history.
- VAT fiscal representation: CHF 1,200-3,600/year if the company provides taxable supplies and lacks a Swiss-resident managing director. VAT registration required once Swiss turnover exceeds CHF 100,000/year.
Frequently Asked Questions
What is the cheapest realistic cost to acquire a Swiss shelf company in 2026?
Approximately CHF 7,500, achievable with a shelf GmbH in Zug or Schwyz, a buyer-supplied resident director, an in-house registered address, and no name or purpose change. This assumes no translation costs and a straightforward KYC process. A full-service shelf AG in Zurich with nominee director and name change can reach CHF 24,500.
Why does the two-stage filing add CHF 1,700 vs pre-2025?
The reform effective 1 January 2025 requires two separate commercial register filings, each assessed the CHF 420 base fee plus position and signing-authority entries at CHF 20 each. A pre-2025 single-stage filing involved only one round of fees. The additional stage allows registers to verify that the company satisfies the Art. 684a / Art. 787a OR conditions confirming it is a Vorratsgesellschaft and not a prohibited Mantelgesellschaft.
Is the securities transfer tax always due on a shelf AG purchase?
No. The 0.15% Umsatzabgabe applies only when at least one party to the share transfer is a licensed securities dealer under Art. 13 of the Federal Stamp Duties Act. The vast majority of shelf company sellers are formation companies or law firms without securities dealer licences, so stamp duty is typically not triggered. GmbH quota transfers are not securities and are never subject to Umsatzabgabe.
Is CHF 100,000 share capital locked up forever in a shelf AG?
No. The CHF 100,000 minimum share capital must be maintained as net assets, not as a specific cash deposit. After the commercial register entry confirming transfer, the capital can be deployed in business operations, investments, or intercompany loans. You are buying a company with CHF 100,000 of real equity that is yours to deploy once the transfer is complete.
What happens if I buy a shelf company and then decide not to use it?
A Swiss company remains subject to annual filing obligations regardless of activity. Failing to file leads to ex-officio dissolution proceedings under OR Art. 938a. Formal liquidation of a dormant company costs CHF 2,000-5,000 in legal and register fees. It is more economical to proceed with planned use or sell the company back to the market within the first year.