Investors who want to register a company in Switzerlandas a partnership have two main options: they can set up a general or a limited partnership. A Swiss limited partnership has to be registered by at least two partners, who can also be represented by a legal entity. However, if one of the partner is a legal entity, the party can enter the partnership only as a limited partner. Our team of lawyers in Switzerland can offer in-depth assistance on the incorporation requirements applicable to this legal entity, as well as on the legislation regulating the activities that can be carried out under this business form.
Members’ liability in a Swiss limited partnership
As opposed to ageneral partnership, in which the members’s liability is equally shared, in a limited partnership the partners will be liable for the company’s debts on a different level. One of the partners is required to have unlimited liability, while the other one will register as a limited partner. It is compulsory that the unlimited liability to be attributed to a natural person (who will have the quality of a general partner).
The video below offers more details on the Swiss limited partnership:
The limited partner will be liable for the company’s debts only in accordance with a specific amount that has to be registered with the Commercial Registry. This is a compulsory procedure for all the limited partnerships operating in Switzerland and our team of Swiss lawyers can provide in-depth assistance on the requirements that have to be met during the registration with this institution.
Foreign entrepreneurs who want to open a Swiss company as a limited partnership can benefit from certain advantages. For example, in a limited partnership there are no minimum share capital requirements.
Also, this type of legal entity does not prescribe residency requirements, which means that the business form can be easily set up by foreigners.
In terms of taxation, the legal entityfollows a different taxation scheme than the one applicable to other types of commercial companies. The company’s founders will be taxed personally on the company’s income.