Convert a sole proprietorship into a PLC
The conversion of a sole proprietorship into a public limited company (PLC) offers opportunities for growth and capital procurement through the issue of shares. However, this change entails legal and financial aspects that should be carefully examined.
How can my sole proprietorship be converted into a public limited company?
Calculate a non-binding offer
Enter your incorporation project conveniently online and benefit from the cost sharing of our partners. Put together your customized incorporation package in just a few clicks so that we can set up your PLC for you.
Enter company data of the PLC
Enter all relevant company data so that we can carry out the conversion process according to your company structure.
Contact by lawyers
Our experts will get back to you within the specified period (often within 24 hours). Open questions can be discussed and the next steps will be explained.
Audit and confirmation of the company value
An accounting statement must be prepared by the sole proprietorship to be converted. These must then be audited by an auditor and the value of the sole proprietorship confirmed. The audit can be carried out by our sister company Findea AG.
Create founding documents
Once the company value has been confirmed, our experts will prepare the incorporation documents and make them available to you. You can check, print and sign them at home.
Have your signature notarized
You must now obtain an official signature certification (e.g. from the municipal office). This confirms that the signature you have provided is really your own.
Returning the documents
After receiving the founding documents, our experts will check them for completeness and then forward them to the notary's office for public notarization.
Entry in the commercial register
We submit all incorporation documents to the commercial register and ensure that your sole proprietorship is successfully converted into an PLC.
When does it make sense to convert a sole proprietorship into a PLC?
Conversion of a sole proprietorship into a corporation in Switzerland may make sense if the company intends to make major investments or raise capital from outside investors.
The AG structure provides a broader financial base through the issuance of shares and can make the company more attractive to potential investors.
It also allows for a clear separation between the company and the owner's personal assets, thereby limiting liability.
However, it is important to carefully consider the legal, tax and financial implications and to seek professional advice if necessary.
Frequently asked questions
Important points you should consider when converting your sole proprietorship into a PLC.
What steps are required to convert a sole proprietorship into an PLC?
Accounting financial statements must be prepared for the sole proprietorship. These are then audited by an auditor and the value of the company is confirmed. Finally, the founding meeting and the articles of association must be publicly notarized and all documents must then be submitted to the commercial register office.
Are there specific legal requirements for the conversion?
Yes, certain formal requirements must be met, including the consent of all shareholders.
What are the tax implications of the conversion?
The PLC becomes taxable as an independent legal entity. The profit of the PLC is subject to corporate profit tax. This is in contrast to the profit of a sole proprietorship, which is taxable as income in the private tax return.
How long does the conversion process usually take?
Depending on the individual circumstances and approvals, the process can take several weeks to months.
What costs are associated with the conversion?
The costs can vary greatly. In particular, the costs for auditing the accounts, which usually amount to at least CHF 1,500, are significant.
Why is a change of legal form in Switzerland advantageous?
There are many advantages to changing the legal form of a company in Switzerland. By converting to a PLC or LLC, the personal liability of the entrepreneur can be limited to the assets of the company, which protects against financial risks.
In addition, PLCs and LLCs make it easier to raise capital by issuing shares, which improves the company's financial stability and growth opportunities. Incorporation also contributes to a more professional corporate image, which increases the confidence of customers and business partners and opens up new business opportunities.
The more flexible structure of the PLC and LLC provides more room for growth and expansion, especially for larger projects or international business activities. Depending on the situation, there may be tax advantages.
However, before converting, the legal, tax and financial implications should be carefully considered and professional advice sought to ensure that the conversion supports the company's long-term objectives.
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Do you need help?
We understand that many prospective company founders want to make sure that they don't overlook anything when setting up a company. So don't hesitate to contact us before you set up your company.