Swiss resident director
from 1490 fr
Licensed audit expert (ASR)
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What is a company director in Switzerland?
The role of company director in Switzerland is a legal one, even though in most Swiss companies it is filled by the shareholder or the executive manager.
Appointed for three years by the general meeting of shareholders, the director carries several legal responsibilities:
- The strategic direction of the company,
- Setting the company's internal organisation,
- Appointing and supervising the persons responsible for management and representation,
- Preparing the annual accounts and the general meetings of shareholders.
In practice, however, in Swiss SMEs the director does not always play a strategic role, because these functions tend to sit with the owner-manager. It is mainly in large or listed companies that the board plays a genuinely strategic part.
Since 1 July 2015, the law requires that at least one director be domiciled in Switzerland (art. 718 para. 4 CO) for a company limited by shares, and (art. 814 para. 3 CO) for a limited liability company. This ensures local legal accountability and direct administrative access.
Unlike the shareholders of a company limited by shares, the director is an identifiable person: he or she is an official corporate body of the company, and the name appears on the commercial register extract, which is freely accessible online.
The director must also have access to the share register and to the list of beneficial owners under art. 697l CO.
What is a Swiss company director liable for?
Directors in Switzerland carry substantial liability, particularly in the event of over-indebtedness. They must notify the court where interim accounts confirm over-indebtedness and the shareholders cannot remedy the situation (art. 725b CO).
Under article 754 of the Code of Obligations, the board is liable for improper indebtedness that harms the company, its shareholders or its creditors.
Director or managing officer: what is the difference in Switzerland?
A company director sits on the board of a company limited by shares (AG / SA), whereas a managing officer holds the equivalent position within a limited liability company (GmbH / Sarl).
What is the difference between a director and a fiduciary director?
A "classic" director, in most Swiss SMEs, is usually the shareholder, directly involved in running the business day to day. This does not apply to listed companies, where the role is purely strategic and separate from both ownership and executive duties.
The fiduciary director, by contrast, holds a far more formal and detached role. He is typically appointed when a shareholder does not reside in Switzerland, since the law requires at least one member of the board to be resident on Swiss territory.
Unlike a shareholder-director involved in daily operations, the fiduciary director acts on the shareholder's instructions, without taking part in day-to-day activities such as managing employees, contracts, or relationships with clients and suppliers. He ensures only that the company meets its legal obligations, so that strategic and legal decisions comply with local requirements.
The distinction matters: in most SMEs the director's role is first and foremost a legal obligation, whereas the fiduciary director answers a compliance need when the shareholder cannot take on that role because he lives abroad.
Why appoint a fiduciary director to your Swiss company?
To meet the legal requirement (art. 718 para. 4 CO)
Under the law (art. 718 para. 4 CO for an AG, art. 814 para. 3 CO for a GmbH), where a company has shareholders resident abroad, it is mandatory to appoint a director resident in Switzerland so that legal accountability exists directly on Swiss soil.
To keep shareholders off the board
Shareholders of a Swiss company are not listed in the public register, but directors are. Appointing a fiduciary director lets shareholders run their company without sitting on the board themselves, keeping their involvement discreet while the company remains fully compliant. Beneficial ownership is still declared as the law requires.
5 good reasons to appoint a certified chartered accountant as fiduciary director of your company
Looking for a director for your Swiss company, someone who strengthens trust and your brand's credibility while keeping you off the board? We offer a solution that combines fiduciary expertise with competitive pricing.
By appointing a certified Swiss chartered accountant as director of your company, you gain several advantages:
- Technical command of accounting, taxation, payroll and company law
- Solid business management skills
- Objectivity and impartiality, through an external director
Choosing a chartered accountant as your director means the financial interests of your company are protected.
Your search for a reliable and competent director ends here.
Across Switzerland
Our fiduciary director service is available throughout Switzerland 🇨🇭
Affordable
The preferential rate at 1,490 fr for the first year is currently the most affordable on the Swiss market
Premium
You are represented before the authorities by a certified chartered accountant
360°
Support available for incorporation, domiciliation and fiduciary work
The 2 fiduciary director rates offered by our certified chartered accountant
Choose a highly qualified Swiss resident director to keep your company compliant with the Swiss Code of Obligations, with full availability and responsiveness.
Preferential rate
The most affordable rate in Switzerland 🇨🇭
then 2,490 fr excl. VAT per following cycle
Reserved for companies holding a domiciliation agreement in force with Allo-Déclaration Suisse. If that agreement ends mid-cycle, the difference with the standard rate becomes due.
Included in the preferential rate:
- Provision of the fiduciary director and registration with the Commercial Register with individual signing authority
- Exercise of the corporate officer function and the legal, professional and reputational exposure attached to it
- Review and signature of the company's annual accounts
- Bonus — 5% discount on all our fiduciary services for the first 2 years
Standard rate
Fiduciary director mandate alone, registered office already in place
Same rate for every 360-day contractual cycle.
Included in the standard rate:
- Provision of the fiduciary director and registration with the Commercial Register with individual signing authority
- Exercise of the corporate officer function and the legal, professional and reputational exposure attached to it
- Review and signature of the company's annual accounts
- Bonus — 5% discount on all our fiduciary services for the first 2 years
Flat fees excluding VAT, per 360-day contractual cycle. Commercial Register duties and the steps for registration or replacement (minutes, applications) are not included. Any service outside the flat fee is charged at 220 fr excl. VAT / hour, subject to prior agreement.
We already hold more than 150 Swiss director mandates 🙏
Join us today
Meet Romain Clapier, director of more than 150 companies across Switzerland
Director mandates are held by our founder Romain Clapier, a certified chartered accountant and licensed audit expert (ASR no. 111407), with extensive experience in company formation, administration and management in Switzerland.
His experience rests on numerous director and managing officer mandates for companies owned mainly by foreign investors.
His expertise in international personal taxation is a genuine asset for foreign entrepreneurs (specialist in French and Swiss taxation, dividend taxation, capital gains on securities, withholding tax reclaims, and more).