Swiss GmbH annual fees and filings: six months after every year end

Swiss law hangs almost everything on one date: the last day of the financial year. From there, two duties share a single six month deadline. The managing directors prepare and sign the annual report under art. 958 of the Code of Obligations, and the members hold their ordinary meeting to approve it, decide on any dividend and discharge the directors (art. 805). A sole member can do this in writing, so nobody has to fly to Zug. The tax return follows, on the canton's clock rather than the federal one, and the Zug tax office grants extensions requested online.

The calculator reads the 30 September date as falling in the calendar year after the business year ended. Provisional bills follow the Zug payment rules, and the books and records are kept for ten years (art. 958f).

A small GmbH isn't free of auditors by default. The Code of Obligations starts from a limited audit and, in art. 727a, lets the members switch it off. Three conditions decide it: the company has no more than ten full-time positions on annual average, every member agrees, and the waiver is entered before the year it covers begins. A waiver can't reach back. Answer the three questions to see where your company lands.

A new GmbH can declare the opt-out with its formation filing, so the first year is covered from day one. After the first year, the request goes to the register with the latest annual accounts attached. The entry costs CHF 30 under the Commercial Register Fee Ordinance. Opting out ends the audit, not the bookkeeping: full accounts are still kept, signed and approved. An ordinary audit applies only above two of CHF 20 million balance sheet, CHF 40 million turnover and 250 full-time staff in two years running (art. 727).

This is the duty foreign founders underestimate, because it isn't a filing. Art. 814 para 3 of the Code, in the wording in force from 1 October 2026, requires that the GmbH can always be represented by a person resident in Switzerland, a managing director or a manager with signing power and access to the register of members. Not someone in the EU. Someone in Switzerland, without a gap. That person appears on your public record with their signing power, as our Switzerland company search guide explains.

When you form with us, the resident director is part of the yearly price, and so is the Zug address the register lists. You stay the owner and can be a managing director yourself; the resident director is there so the company is never without the person the law requires.

You file one return in Zug and it covers three taxes: the direct federal tax of 8.5% of net profit under DBG art. 68, and the cantonal and communal profit tax set by Zug's 3.5% simple rate and 2026 multipliers. Because tax paid is itself deductible, the combined burden on profit before tax in the City of Zug is about 11.7% in 2026, a published estimate from a 2026 survey. There is also a small capital tax on equity, a few francs a year on the CHF 20,000 minimum. Type a profit to see what to put aside.

Paying out the profit is a second step. A dividend carries 35% Swiss withholding tax, which the company deducts and pays over. Whether you get part of it back depends on a tax treaty between Switzerland and the country you live in. Without one, the 35% is final.

The Swiss test isn't Swiss turnover. Under art. 10 of the VAT Act, a company becomes liable once it reaches CHF 100,000 a year from taxable supplies made in Switzerland and abroad together, and the Federal Tax Administration applies the same test to foreign companies. A holding that only owns participations still counts as running a business for VAT, though its dividends aren't turnover. Once registered, returns go in for each quarter, within 60 days of its end (arts. 35 and 71), at a standard rate of 8.1%, with reduced rates of 2.6% and 3.8% for accommodation (art. 25).

Staying registered costs nothing. Changing the entry does, at the rates in annex 1.3 of the Commercial Register Fee Ordinance, with surcharges of up to 50% for urgent or complex work. The register publishes every change in the Swiss Official Gazette of Commerce, and the publication is included in its fee. Since 1 October 2026 there is a second register to keep current: the federal Transparency Register of beneficial owners, which isn't public and charges no fee.

A change of member shows on the public extract, because GmbH members are listed by name under art. 791 of the Code of Obligations.

Switzerland doesn't run on automatic fines per day. It runs on escalation. A missing return brings a reminder with a new deadline. Ignore that and the tax office can fine the company for breaching its procedural duties, then assess the profit itself at its own estimate (DBG art. 130), which you then have to disprove. Tax paid after the due date carries interest at a rate the canton sets each year.

Your own country may ask about the company too. Where you live: pick it

The state's share of a Swiss company's year is close to nothing. The real yearly cost is the person in Switzerland and the address, which is what our renewal pays for. Bookkeeping and the return itself are prepared by a Swiss fiduciary, priced to how busy the company is.

• Year oneCHF 6,299
• Year twoCHF 3,849
• Year threeCHF 3,849
• Three years togetherCHF 13,997

Year one includes formation, the notary, the CHF 420 register fee, the resident director, the Zug address and bank account setup. The CHF 20,000 share capital is paid in on top and stays the company's money. Prices as on the Swiss company page.

A GmbH can't simply be switched off. The members resolve to dissolve it, the company enters liquidation, and the creditors are called on publicly. The money left over reaches the members only after a waiting period set by art. 745 of the Code of Obligations, which applies to the GmbH through art. 826, and the length of that wait is the part you can influence.