The most frequently asked questions and answers
What is a shell company?
A shell company is a legal entity (company) which was active, but which has now ceased to operate as a business activity. Consequently, it is financially but not legally liquidated, and hence, is still registered in the Commercial Register. As the name suggests, this is a company without a current business objective.
Can I amend the company name, purpose and legal stipulation and amendment of the shell company Articles of Association to my own requirements?
Yes – of course. You can change the company name, the company purpose, the nominal value, its institutions and location, etc., by means of public registration at any time. You can also adapt the Articles of Association to your requirements or undertake a confirmation of capital increase or payment – just like any other company that’s registered in the Commercial Register.
What are the advantages of purchasing a shell company?
- Immediate operational viability
- Purchase/transfer of the shares is fast and simple – a takeover can be organised within a matter of hours
- You will receive a certain measure of creditworthiness due to your age
What should I look out for when purchasing a shell company?
When purchasing/acquiring a shell company, always make sure that you receive the following documentation:
- Share purchase contract with a freedom of debt or encumbrance guarantee
- Share register / Share certificates
- Debt registry records
- Interim and/or transfer balance sheet
- Statements and profit and loss accounts since company foundation
- Auditor’s Certificate covering the period since company foundation (as far as this is applicable)
- Tax declarations since company foundation
- Tax disposal since company foundation
- Business documentation relevant to the period since company foundation (subject to statutory retention requirements)
- Board of directors’ letters of resignation
Does the company have a business account in a Swiss bank?
No. Nowadays a Swiss bank business account cannot be taken over on account of increased money-laundering law regulations when an existing company is resold in the form of a “shell” company. Consequently a new business account must be opened for the company (at a bank of your choice).