For companies with high growth potential, as in this case study, the stock corporation is the most suitable legal form.
Who finds what?
Two entrepreneurs found a start-up company in the field of passenger flow management.
The start-up company develops and sells a sensor system that counts people and registers their movements in order to use this data to provide the basis for steering passenger flows. The aim is to shorten waiting times so that planes take off on time and travelers do not miss their connecting flights.
Chosen legal form/financing
The entrepreneurs founded a stock corporation because this legal form is best suited for a company with strong growth opportunities. This is the second time that the company has been able to finance its development from outside through venture capital companies. In a further step, financial partners for production and sales are sought.
Entrepreneurs must pay particular attention to the following points:
The entrepreneurs developed their innovative project themselves and had it patented. The patent includes the right to prohibit the financial exploitation and marketing of an invention. Whoever holds the patent can market the invention alone or pass the right on to third parties. The Swiss Federal Institute for Intellectual Property is responsible for examining patents in Switzerland.
The company is developing a high-cost technology product backed by a venture capital firm. For this reason, the entrepreneurs chose the legal form of the stock corporation.
Since several parties are involved in the company, clear conditions should be created with a shareholder agreement. Such a contract regulates the relationship between the shareholders outside of the Articles of Association, so it is not required by law.
The joint-stock start-up company initially expects annual sales of CHF 400,000. Therefore, entrepreneurs are obliged to register in writing with the Federal Tax Administration within 30 days of the start of the tax liability.
Stamp duty is due when the start-up company
Is founded, but only if the share capital exceeds CHF 1 million. The two entrepreneurs subscribe to capital of CHF 1.5 million. You therefore pay 1% stamp duty on the excess amount of CHF 500,000.
The two entrepreneurs would like to employ foreign computer scientists. Before you can employ them, you must apply for work permits from the cantonal administration:
For employees from EU/EFTA countries, a permit must be obtained for three months or more. This is not necessary for a shorter stay.
For employees from non-EU/EFTA countries, first-time work permits are only possible in exceptional cases if they are qualified workers and special reasons justify an exception.
As a start-up company, entrepreneurs can benefit from support from their canton’s economic development agency. She can help them with general advice and useful contacts, for example, to guarantee cooperatives or innovation parks.
Since the two entrepreneurs have developed a new technology, they were supported by the Swiss agency for innovation promotion in no Suisse with a development contribution.