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Commercial Register Amendments

On STARTUPS.CH you can get all the Commercial Register changes done. The entries will be checked by our lawyers and discussed with you. After this meeting you will receive the necessary documents within 24h. 

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Change of headquarters

The change of the headquarters from one (politically independent) municipality to another municipality of the same canton represents an intra-cantonal headquarter change; this new location must be also changed in the statutes and in the commercial register. The relocation from one canton to another canton is called inter-cantonal headquarter change.

 

Intra-cantonal headquarter change

Necessary documents

  • New statutes (must be notarized)
  • Offical public document
  • HR-Registration
  • Power of attorney
 

 

Inter-cantonal headquarter change

Necessary documents

  • New statutes (must be notarized) 
  • Offical public documents
  • HR-Registration 
  • Power of attorney 
  • Certified statues of incorporation of the previous HQ canton (ordered by STARTUPS.CH and billed to you later) 
  • Attestation of the signatures of all registered and new people as well as all passport or ID copies (front and back)
 

 

 

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Change of company name

With the change of the company name, the statutes must be amended accordingly. This procedure can be notarised and the commercial register must be notified.

Necessary documents

  • New statutes (must be notarized)
  • Offical public document
  • HR-Registration
  • Power of attorney
 

 

 

Firmennamen ändern

Capital increase 

Necessary documents

  • New statutes (must be notarized)
  • Offical public documents (VR and General Assembly resolution; Shareholders' meeting resolution)
  • HR-Registration
  • Subscription form
  • Stampa-Description
  • Capital increase report
 

 

 

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Change of purpose

The change of purpose would require an amendment of the statues. This procedure must be notarised and the commercial register must be changed accordingly.

Necessary documents

  • New statutes (must be notarized)
  • Offical public document
  • HR-Registration
  • Power of attorney
 

 

 

Firmennamen ändern

Equity share transfers and personnel changes

Equity share transfers

The sale of shares by a shareholder to another shareholder is called the equity share transfer. In this transaction, the owner of the company shares changes (from seller to buyer).

Necessary documents

  • Purchase agreement
  • HR-Registration
  • Protocol shareholders' meeting 
  • Certification of the signature of the new shareholder plus the passport or ID copy (front and back)
 

 

Personnel changes

There are a large number and types of possible personnel mutations that have to be entered in the commercial register or that have to be added later:

GmbH:

  • Entry of new persons with signing authority
  • Change of the persons involved (Partner with shares)
  • Change of the manager
  • Change in the name or the place of residence of the shareholder

AG:

  • Entry of new persons with signing authority
  • Change of the manager or of board of directors
  • Change in the name or residence of persons already registered

Necessary documents

  • New HR-Registration
  • Acceptance of a mandate 
  • Notarized signatures and passport or ID copies (front and back) 
  • Meeting protocol of Shareholders' Meeting or

           + When shares were transfered: Purchase Agreement

 

 

 

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Liquidation

The liquidation is legally compliant closure of a company. All activities will be liquidated and the liabilities payed with it. Any residual will be paid in the form of a liquidation dividend to the remaining shareholders, or shareholders.

Necessary documents

  • Official documents of liquidation
  • Notices to creditors 
  • HR-Registration 
  • Power of attorney
 

 

 

 

Testimonials

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STARTUPS.CH has maintained fall our commercial register changes and adjustments since years. We are very pleased with the service and can recommend STARTUPS.CH.

Andreas Schauer, CEO

 

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After founding are company STARTUPS.CH has also looked after all our growth issues and conducted our capital increase.

René Karrer, Andreas Steiner, founders