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Registering a business in Wohlen follows federal Swiss rules and cantonal and municipal practices that apply in the Canton of Aargau. The main legal framework is the Swiss Code of Obligations for company types and governance, and the Federal Act on the Commercial Register for registration formalities. Most commercial entities must be entered in the commercial register - Handelsregister - run at cantonal level. Entry creates legal personality for corporations and limited liability companies, provides public certainty about company details, and issues a unique company identifier - the UID.
For many small operators - sole proprietors and simple partnerships - registration is optional unless certain thresholds or commercial features are met. Regulated activities, local zoning rules, taxation and social insurance obligations are handled by cantonal and municipal bodies. Forming corporations such as a GmbH or an AG requires notarized founding documents, minimum share capital and mandatory registration in the commercial register.
A lawyer experienced in Swiss corporate and commercial law can add value at multiple stages. Typical situations where legal advice is useful include choosing the right legal form, preparing and reviewing articles of association or shareholder agreements, handling cross-border ownership or management issues, and ensuring compliance with industry-specific regulation.
Other common reasons to hire a lawyer are complex start-up structures, mergers and acquisitions, buying or selling a business, negotiating commercial leases, preparing employment and contractor agreements, navigating insolvency or restructuring, and representing you in regulatory proceedings or disputes. Lawyers also help with due diligence, tax structuring with local tax advisors, and securing appropriate licences or permits.
Handelsregister - The Cantonal Commercial Register of Aargau handles company registrations for Wohlen. Mandatory entry applies to corporations, limited liability companies and commercial partnerships that meet certain criteria. The register records company name, legal form, registered seat, purpose, organs and signatories.
Company forms and capital - Common forms are sole proprietorship, general partnership, GmbH (limited liability company) and AG (stock corporation). Minimum paid-in capital is CHF 20,000 for a GmbH and nominal capital of CHF 100,000 for an AG with at least CHF 50,000 paid in. Sole proprietors have no minimum capital requirement but may have registration thresholds.
Notarization and local presence - Incorporation of an AG or GmbH requires notarized deeds. Swiss company law requires at least one person with signatory authority to be resident in Switzerland. The company must have its registered office in Switzerland.
VAT and taxation - Register for VAT with the Federal Tax Administration if your taxable turnover exceeds CHF 100,000 in a 12-month period. Businesses face federal, cantonal and municipal taxation on profits. Cantonal and municipal tax rates vary - check Aargau and Wohlen rules for local rates and filing deadlines.
Labour and social insurance - Employers must register employees for social insurances: AHV/IV/EO (old-age and survivors insurance, disability insurance, and loss of earnings), unemployment insurance, occupational pension schemes and accident insurance. Payroll withholding and employer contributions are mandatory.
Permits and regulated activities - Specific sectors require cantonal or federal permits, for example food handling, healthcare services, construction, and financial intermediation subject to FINMA supervision. Municipal zoning and building regulations in Wohlen affect premises and commercial activities.
Decide the legal form, prepare required documents, and submit an application to the Cantonal Commercial Register of Aargau. For a GmbH or AG, sign notarized incorporation deeds and deposit required capital in a bank before registration. For sole proprietors, registration is often simpler but may be required if annual turnover exceeds CHF 100,000 or you operate commercially.
Timing varies. For straightforward sole proprietorships or partnerships it can be a few days to a few weeks. For GmbH or AG formations, allow one to several weeks depending on completion of notarization, bank capital deposit confirmation and the commercial register's processing time.
Costs include notary fees for corporations, registration fees at the commercial register, and bank fees for capital deposits. Typical ranges vary with complexity - expect several hundred to a few thousand Swiss francs. Additional fees apply for legal advice, translations if needed and publication fees.
Yes. Swiss law requires at least one person with signatory authority to be resident in Switzerland. Foreign owners may appoint a Swiss resident director or an authorized representative who meets this requirement. Residency requirements and practical solutions should be confirmed with local counsel.
Register for VAT with the Federal Tax Administration if your worldwide taxable turnover from goods and services exceeds CHF 100,000 within 12 months. Voluntary registration is possible below that threshold and can be useful to reclaim input VAT.
Yes. These changes must be documented and registered with the commercial register. Significant changes usually require amended articles and, for corporations, notarization. The register update must be published to preserve transparency.
Switzerland does not have a universal trade licence regime like some countries. However, certain activities need licences or professional qualifications from cantonal or federal authorities - for example food service, construction, healthcare, transport and financial services. Check cantonal and municipal requirements for your sector.
Employers must register with the relevant cantonal compensation office for AHV/IV/EO and with accident insurance providers. Payroll deductions for social contributions, withholding tax where applicable, and occupational pension obligations must be implemented from the first employee.
Closing requires deregistration from the commercial register, settlement of debts, final tax filings and termination of employment contracts in compliance with labor law. Corporations require resolution of liquidation procedures documented with the commercial register. Seek legal and accounting advice to ensure compliance and proper distribution of assets.
A foreign company can register a branch in Switzerland by filing the branch application with the cantonal commercial register. The branch must have a Swiss registered office and a local representative who can act on behalf of the branch. Documents from the home jurisdiction usually require certified translation and legalization or apostille where applicable.
Cantonal Commercial Register - Handelsregisteramt des Kantons Aargau for registration procedures, forms and fee information.
Municipality of Wohlen - municipal office for local zoning, building permits, business notifications and local rules that affect premises and operations.
Federal Tax Administration - for VAT registration, VAT guidance and federal tax obligations.
Cantonal Tax Office of Aargau - for cantonal and municipal tax rates, registration and filing rules.
Swiss social insurance offices - for employer registration and guidance on AHV/IV/EO, unemployment insurance and occupational benefits.
FINMA - the Swiss Financial Market Supervisory Authority for regulated financial and banking activities that require licencing.
Swiss Official Gazette of Commerce - publication venue for registered company changes and formal announcements.
Local bar association or law firms in Aargau - to locate lawyers specializing in corporate, commercial and regulatory law.
1. Clarify your business model and choose the legal form that fits your liability, tax and financing needs. Consider consulting a business advisor or lawyer early to evaluate options.
2. Prepare essential documents - business plan, identity documents, articles of association for corporations, shareholder agreements, lease for commercial premises and bank statements for capital deposits where required.
3. Contact the Cantonal Commercial Register of Aargau to confirm document requirements and current fees. For corporations arrange notarization of founding documents with a Swiss notary.
4. Engage a lawyer or fiduciary for drafting and review if your structure is complex, if there are multiple shareholders, or if cross-border elements apply. Ask for a clear fee estimate and an engagement letter describing services and timelines.
5. Open a Swiss bank account for capital deposits if forming a GmbH or AG and obtain proof of capital payment. Register for VAT and social insurance once thresholds or employment statuses require it.
6. Confirm sector-specific licences and municipal permits with Wohlen authorities before opening premises. Arrange required insurances and set up compliant payroll procedures.
7. Keep corporate records, minutes, accounting and tax filings up to date. Regular compliance reduces risk and builds trust with partners and authorities.
If you need legal assistance, start by preparing a short summary of your project, a list of owners and planned activities, and any key contracts or property documents. Bring these to an initial consultation with a local corporate lawyer who can outline the steps, costs and timeline tailored to your situation in Wohlen and the Canton of Aargau.
